Launching Our Second Century: The Boeing Company 2015 Annual Report

Launching Our
Second Century
THE BOEING COMPANY

2015 ANNUAL REPORT
CONTENTS THE BOEING COMPANY
Operational Highlights 1 Boeing is the world’s largest aerospace company

and leading manufacturer of commercial airplanes
Message From
Our Chairman 2 and defense, space and security systems. The top
U.S. exporter, Boeing supports airlines and U.S.
Connect-Protect- and allied government customers in more than
Explore-Inspire 8
150 countries. Our products and tailored services
The Executive Council 12 include commercial and military aircraft, satellites,
Form 10-K 13 weapons, electronic and defense systems, launch
systems, advanced information and communication
Non-GAAP Measures 123 systems, and performance-based logistics and
Selected Programs, training. With corporate offices in Chicago, Boeing
Products and Services 124 employs more than 160,000 people across the
Shareholder Information 132 United States and in more than 65 countries. In
addition, our enterprise leverages the talents of
Board of Directors 133
hundreds of thousands of skilled people working
Company Officers 134 for Boeing suppliers worldwide.
FINANCIAL HIGHLIGHTS
U.S. dollars in millions except per share data 2015 2014 2013 2012 2011
Revenues 96,114 90,762 86,623 81,698 68,735
Core operating earnings* 7,741 8,860 7,876 7,189 6,340
Core operating margins* 8.1% 9.8% 9.1% 8.8% 9.2%
Core earnings per share* 7.72 8.60 7.07 5.88 5.79
Operating cash flow 9,363 8,858 8,179 7,508 4,023
Contractual backlog 476,595 487,092 422,661 372,355 339,657
Total backlog †
489,299 502,391 440,928 390,228 355,432
* Non-GAAP measures. See page 123.
†
Total backlog includes contractual and unobligated backlog. See page 24 of the Form 10-K.
At Boeing, we aspire to be the strongest, best and best-

integrated aerospace-based company in the world—and
a global industrial champion—for today and tomorrow.
OPERATIONAL HIGHLIGHTS
Achieved record revenues of $96.1 billion on record Maintained a solid defense, space and security
commercial deliveries, while reporting solid core backlog of $58 billion with new and follow-on
operating earnings of $7.7 billion* and core earn- business that included awards from NASA for
ings per share of $7.72* reflecting charges taken the first two commercial human space flights
on the 747 and KC-46A tanker programs. of CST-100 Starliner to the International Space
Station; a contract for 15 EA-18G Growlers for
Increased operating cash flow to $9.4 billion and
the U.S. Navy; contracts for 43 AH-64E Apache
maintained strong liquidity of $12.1 billion in cash
helicopters for the U.S. Army, along with orders
and marketable securities.
from India for 22 Apaches and 15 Chinook heavy-
Achieved near-record backlog of $489 billion, lift helicopters and from Japan for five V-22 tiltrotor
which includes net orders of $83 billion during aircraft; and a $1.5 billion contract with the
the year. U.S. Navy for the P-8A Poseidon, including the
first P-8A for Australia.
Announced a 20 percent increase in our quarterly
dividend and authorized $14 billion of share Achieved significant Commercial Airplanes mile-
repurchase—the largest share repurchase stones, including deliveries of the 100th 747-8
authorization in company history. and the 350th 787; delivery of the first Boeing
South Carolina 787-9 and rollout of the 100th
Delivered an industry-record 762 commercial 787 built there; assembly and rollout of the first
airplanes to further extend our market-share 737 MAX; opening of the newly expanded Seattle
lead in deliveries. Delivery Center to support increased 737 pro-
Delivered 186 military aircraft, along with 15,787 duction; and completion of detailed design of the
weapons systems and four satellites, as we con- 787-10 and firm configuration of the 777X.
tinue to see solid support for our major programs Achieved key Defense, Space & Security mile-
in our defense, space and security markets. stones, including first test flights of a fully equipped
Photo opposite: KC-46A tanker; launch and successful on-orbit
Final assembly and
Booked 768 net new commercial airplane orders,
initial rollout of the maintaining a strong, diverse backlog of approxi- operation of the first all-electric–propulsion satel-
first 737 MAX in mately 5,800 airplanes valued at $432 billion. lites; and rollout of the first of 12 EA-18G Growlers
December 2015 was for Australia’s armed forces, as well as delivery of
followed by first flight the first two CH-47F Chinook rotorcraft to Australia.
in January 2016.
*Non-GAAP measures. See page 123.

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LETTER TO THE SHAREHOLDERS AND
EMPLOYEES OF THE BOEING COMPANY
Over the past 100 years, generations of

talented Boeing employees helped build the
world’s largest aerospace company—and
shaped the course of history with amazing
innovations along the way. In that time,
human beings went from walking on Earth
to walking on the moon, and from riding
horses to flying jet airplanes and spaceships.
With each decade, aerospace technology
crossed another frontier, and with each
crossing, the world changed.
Standing now at the beginning of our second

century, the opportunity for further discovery and
achievement is as vast and exciting for us as it was
for Bill Boeing and the other pioneers of aviation a
century ago. Drawing on our founders’ passion for
innovation, integrity and technical excellence, we are
eager and ready to solve the world’s toughest chal-
lenges for our customers and embrace the unique
role our company plays in global advancement.
As we recognize our accomplishments of the past
year, and review our strong financial and market
positions, our eyes are fixed on the future and our
commitment to build an even bigger, better Boeing
and an even stronger team for winning in our
second century.
2015 REVIEW
Thanks to the tremendous efforts of more than
160,000 employees and our global partners, Boeing
extended its leadership of the aerospace industry in
2015 with record deliveries and revenues at Boeing
Commercial Airplanes and solid sales and healthy
margins in Boeing Defense, Space & Security.
We continued to deliver on our strategies to convert
our record backlog into profitable growth; drive
productivity and greater affordability throughout the
company; and invest in our people, products and
services to strengthen and grow our businesses for
the future. We also demonstrated our commitment
to provide increasing returns and significant cash to
our shareholders.
Dennis A. Muilenburg
Chairman, President and
Chief Executive Officer

Total company revenues rose 6 percent in 2015 to customers. In addition, in 2015, we began introducing
a record $96.1 billion, and new orders for our fastener automation technology on the 777 program
market-leading products and services worth $83 bil- to reduce cost and flow time in assembly. We are
lion sustained our backlog at a near-record total of maturing this technology on the current production
$489 billion. line before transitioning it to the 777X.
Core earnings per share of $7.72* for the year In the highly competitive single-aisle market, the
reflected strong operating performance across the 737 family reached 588 net new orders and 495
company, offset by charges taken on the KC-46A deliveries in 2015, with a total program backlog at
tanker and 747 programs. Core operating earnings year-end of nearly 4,400 airplanes. The first 737 MAX
reached $7.7 billion*, and operating cash flow test airplane rolled out of the factory on schedule in
increased 6 percent year-over-year to $9.4 billion. December 2015 and in January 2016 began its flight
test program with a successful first flight. The highly
We also continued our balanced cash deployment
fuel-efficient new 737 MAX has won nearly 3,100
strategy by repurchasing 47 million shares for
orders since launch from a diverse set of the world’s
$6.8 billion and paying $2.5 billion in dividends. In
best airlines. We are on track to deliver the first
December 2015, based on our consistently strong
737 MAX, to Southwest Airlines, in the third quarter
cash generation and positive outlook, the Boeing
of 2017.
board of directors raised our share repurchase
authorization to $14 billion and increased the quar- The outlook for our commercial airplane business
terly dividend 20 percent. remains positive as favorable passenger traffic trends
and airline profitability forecasts continue to drive
Boeing Commercial Airplanes reported record
healthy global demand for new airplanes. To meet
revenue of $66 billion in 2015 fueled by an industry-
this demand, profitably build out our backlog and
record 762 deliveries that extended our global
absorb new orders, our commercial airplane output
market-share lead for a fourth consecutive year.
will grow by approximately 30 percent over the next
By capturing an additional 768 net new airplane
five years based on previously announced produc-
orders valued at $57 billion, we held our record unit
tion rate increases. The 737 rate will rise from 42 per
backlog at nearly 5,800 airplanes worth some
month today to 47 per month in 2017, followed by
$432 billion; that’s approximately seven years of
52 per month in 2018 and 57 per month in 2019. The
production at current rates. Full-year operating
787 will increase to 12 per month in mid-2016 and
margins were 7.8 percent.
14 per month later this decade. Boosted by a 2015
Our market leadership in twin-aisle airplane programs order from FedEx Express for 50 freighters, the 767
was punctuated in 2015 with deliveries of an industry- program will increase production to two per month in
record 135 787s from our production centers in 2016 and 2.5 per month in late 2017.
Everett, Washington, and North Charleston, South
Overall, the commercial airplane market represents a
Carolina. At the end of February, cumulative 787
substantial growth opportunity, with a combination of
deliveries totaled 380 airplanes to 43 customers.
fleet expansions and replacement demand expected
Market demand for the 787 is extensive and broad
to drive the need for more than 38,000 airplanes world-
based as its game-changing capabilities continue to
wide over the next 20 years. This ongoing demand,
improve the way the world flies. For example, thanks
coupled with our record unit backlog, reinforces our
to the 787’s unprecedented combination of range
production rate plans and positions us for significant
and fuel efficiency, airlines flying it soon will operate
revenue, earnings and cash growth in the years ahead.
more than 90 new nonstop routes between cities
that previously haven’t had nonstop service. Boeing Defense, Space & Security had another
strong year in 2015—with solid revenue, healthy
Demand also remains strong for our next new twin-
margins and progress on numerous key milestones.
aisle airplane, the 777X, which has a backlog of
Revenues totaled $30.4 billion, and operating
306 orders from six customers and is on track for
margins grew to 10.8 percent. We delivered 186 air-
first delivery in 2020. Ensuring a smooth production
craft, along with 15,787 weapons systems and four
transition between today’s 777 and the 777X is a
satellites. New orders reached $27 billion, resulting in
top priority. Our confidence in efficiently bridging
a solid year-end backlog of $58 billion. International
between the two models is high, given our backlog
customers represented roughly one-third of revenue
of more than 200 current-model 777s, ongoing
and 40 percent of current backlog.
market demand and a strong value proposition for
*Non-GAAP measures. See page 123.

2015 defense-related milestones included services. Continued progress on enterprisewide
efforts, including quality, productivity and workplace
The first flight of the KC-46A tanker and its first
safety, are strengthening our competitiveness in the
international sale to Japan;
marketplace and driving lasting improvements across
The first EA-18G rollout to the Royal Australian the company.
Air Force;
Strategic growth and diversification of our manufactur-
The fourth and final AEW&C delivery to Turkey; ing and engineering footprint are further enhancing
our capabilities and capacities, improving business
Completion of the final C-17 after a successful continuity and productivity, and increasing our access
20-year production run; and to new talent and technology. In 2015, $700 million
The selection of the 747-8 to replace the current of new construction and building expansions totaling
U.S. presidential aircraft. 3.9 million square feet provided additional capability
for increased production rates and new programs,
We also added to our leadership in space with including 777X, 787-10 and 737 MAX. Boeing South
A successful flight software demonstration on Carolina strengthened airplane design and perfor-
the CST-100 spacecraft; mance with a new propulsion system facility, and
we opened 13 new engineering career-development
A five-year contract extension to provide engineer- centers across the globe to ensure we have the best
ing support services, resources and personnel for team and talent to support our continued leadership
International Space Station operations; in innovation.
NASA’s completion of the critical design review of
OUR NEXT 100 YEARS
the Space Launch System, including the Boeing-
built core rocket stage and avionics system; and After a decade of restoration and renewal and con-
tinued momentum gains in 2015, Boeing is stronger,
12 successful launches in 2015 by our United healthier and more competitive than ever.
Launch Alliance joint venture, extending our
streak to more than 100 launches. But no matter how well we’re doing or how far we’ve
come, we know our future in this “more for less”
Overall, the strength of our defense and space world is not guaranteed and the standards and goals
business stems from our solid portfolio of products we set for ourselves must be bold. Attractive, grow-
and services; disciplined investments in innovation; ing markets such as ours draw increasingly capable
leveraging enterprise capabilities and technologies new competitors and inspire existing challengers to
for future programs such as the T-X trainer, JSTARS do better. Global economic and geopolitical tides are
recapitalization and numerous unmanned systems; changing constantly, and our customers consistently
and driving new levels of affordability and productiv- demand more value for less money. And when it
ity through our ongoing market-based affordability comes to talent, influence and capital, we compete
and Partnering for Success efforts. With this in mind, with the world’s best global companies. In short,
and with early signs of an improving U.S. defense success going forward will require the very best
budget environment, we remain confident about from our team and ever-higher levels of business
our prospects for continued success in the global performance throughout the company.
defense, space and security market worth $3 trillion
over the next decade. With our storied past as inspiration for the future, our
mission is to be the world’s aerospace leader and
ONE BOEING an enduring global industrial champion—with world-
Many 2015 achievements harnessed the unique class performance in all dimensions. To achieve
power and potential of “One Boeing,” including these goals in our second century, we are centering
the successful first flight of the KC-46A tanker, our efforts on two overarching strategies; first, to
reaching key production and delivery milestones continue building strength-on-strength to deliver on
on the 787 program, winning reauthorization of the our existing plans and commitments, and improve
U.S. Export-Import Bank, and making important them where needed. And, second, to stretch our-
growth investments in our people, products and selves beyond those plans to sharpen and accelerate
our pace of progress on key growth and productivity
efforts to achieve our full potential.

BUSINESS HIGHLIGHTS Total Backlog* Commercial Commercial Defense, Space &
$ in billions Airplane Deliveries Airplanes and Security Served
Our backlog remains strong at Services Markets Markets (2015–2024)
$489 billion with net orders of (2015–2024) $ in billions
$83 billion for 2015, as we continued $ in billions
to focus on productivity and posi-
tioning Boeing to deliver sustained
growth and strong business
502.4
3,000
1,250
489.3
performance for years to come.
762
1,140
723
440.9
We delivered a record 762 commer-
648
390.2
cial airplanes and grew our services
601
355.4
business while continuing to improve
1,890
productivity and quality, prepare the
477
production system for the transition
650
to new models, and adjust rates.
1,150
500
Increased production rates, supe-
rior new commercial airplanes and
continued innovation will help keep
Boeing competitive across address-
120
able markets, valued at $3.7 trillion
60
over the next 10 years.
11 12 13 14 15 11 12 13 14 15 1 2 3 4 5 6 Int’l U.S. Total
With proven products and services Served
and a commitment to improved 1 Regional Jets Services
productivity and affordability, 2 Large Wide-body Products
Boeing remains well positioned in 3 Medium Wide-body
global defense, space and security 4 Small Wide-body
markets worth $3.0 trillion over the 5 Single-Aisle
next decade. 6 Services
FINANCIAL RESULTS Revenues Core Earnings Operating Cash Flow

$ in billions Per Share† $ in billions
Revenues in 2015 rose 6 percent
to a record $96.1 billion driven by
record commercial deliveries and
solid performance in our defense,
space and security business.
Core earnings per share reflected
8.60
96.1
9.4
90.8
charges for the KC-46A tanker and

8.9
86.6
7.72
747 programs, which were partially

81.7
8.2
7.07
offset by strong core operating

7.5
68.7
performance across the company.

5.88
5.79
In 2015, our operating cash flow

continued to grow, supporting a
20 percent increase in our dividend
4.0
and a new share repurchase

authorization of $14 billion.
* Total backlog includes contractual and

unobligated backlog. See page 24 of
the Form 10-K.
†
Non-GAAP measures. See page 123. 11 12 13 14 15 11 12 13 14 15 11 12 13 14 15
COMPARISON OF CUMULATIVE* FIVE-YEAR

TOTAL SHAREHOLDER RETURNS
Base Period Years Ending December
Company/Index 2010 2011 2012 2013 2014 2015
Boeing 100 115.20 121.23 223.96 218.30 248.97
$300
S&P 500
Aerospace 100 105.28 120.61 186.85 208.21 219.52
& Defense
$200
S&P 500
100 102.11 118.45 156.82 178.29 180.75
Index
$100
10 11 12 13 14 15 *Cumulative return assumes $100 invested; includes reinvestment of dividends.
The Boeing Company
S&P 500 Aerospace & Defense
S&P 500 Index
5

Both strategies will require a clear and consistent focus growth by 2017 in greenhouse gas emissions, water
across the enterprise on the following priorities to intake, hazardous waste (normalized to revenue)
and solid waste sent to landfills.
Profitably ramp up commercial airplane
production; Boeing—and our employees and retirees—also
invested $190 million in 2015 to help improve lives
Continue to strengthen our defense and space
and build better communities worldwide. During our
business;
global month of service, for example, employees
Deliver on our development programs; and their family members and friends participated
in more than 200 projects benefiting community
Drive world-class levels of productivity and partners in 14 countries, and science-, technology-,
performance to fund our investments in innova- engineering- and math-focused giving and
tion and growth; and volunteering are helping to prepare and inspire
Attract, develop and retain the best team and the next generation of innovators.
talent in the industry.
A BOLD, CHALLENGING AND INSPIRING FUTURE
To accelerate the company’s growth strategy over I would be remiss without extending a special thank
the next decade, we also are honing our focus to you to Jim McNerney, our retired chairman, president
Advance our design and manufacturing and CEO, for his decade of leadership at Boeing.
capabilities to reduce development time and During his tenure, we reinvigorated our business per-
improve customer responsiveness; formance and strategies, renewed our commitment
to foundational values, focused on customer-inspired
Grow our services business in commercial innovation funded by continuous productivity
aviation and defense; improvement and made leadership development a
Achieve step-function improvements in safety, top priority. His contributions will be lasting, and our
quality and productivity; and gratitude enduring.
Grow globally to capture new capabilities After nine months as CEO, and 30 years with Boeing,
and efficiencies and increased market share. I am humbled and energized by the opportunity to
lead this iconic company and this exceptional team.
With clear strategies and strong market positions, We have a big year ahead of us and a bold, challeng-
a large and diverse order backlog worth nearly ing and inspiring vision for our future. We also have
half a trillion dollars, and increasing production a company and history like no other—one whose
rates, we are well positioned for sustained profitable products and services positively affect hundreds
growth and higher cash flow to fund future innova- of millions of people around the world every day.
tion and provide increasing value to our customers, Simply put: The work we do matters—to commercial
shareholders, employees and other partners. airplane passengers, men and women in uniform,
astronauts pushing the boundaries of space, and
THE ENVIRONMENT AND OUR COMMUNITIES future generations of innovators, explorers and
While we focus on building a bigger, better Boeing, dreamers—and so we must do it forever and always
we also never lose sight of opportunities to build with the utmost integrity and excellence.
a better planet. Once again last year, through
their actions and generosity, the people of Boeing Every Boeing employee is a steward of our incredible
demonstrated a deep and enduring commitment to aerospace legacy, and I can think of no better team
improving the environment and our communities. to entrust with this great privilege and responsibility.
Together, we will build an even bigger, better Boeing
In 2015, Boeing completed the largest single resto- in our second century for the benefit of our customers,
ration project on the Duwamish River in Washington our shareholders, our partners and one another.
state; the 757 ecoDemonstrator tested more than
15 technologies aimed at improved environmental
performance, including the first flight with U.S.-made
“green diesel” fuel; and we announced several col-
laborations with universities and other organizations
to advance research of sustainable aviation products Dennis Muilenburg
and practices. At our facilities, despite record-level Chairman, President and
aircraft production, we continue to target zero Chief Executive Officer
6
The KC-46A tanker,
shown here refueling
an F/A-18 Hornet, com-
pleted its first flight in
2015 and began aerial
refueling flight testing
in early 2016.
In 2015, Boeing and our employees Investing in Our 2015 Environmental Performance
and retirees invested $190 million, Communities (Percent Performance to 2012 Baseline)
along with thousands of employees’
volunteer hours, to help enhance 3
lives and communities where we live
and work around the world. 0
–3
As we expand operations and grow
$190 million
our businesses, we remain on target –6
for our goal of zero growth in environ-
mental impact by 2017. –9
–12
2012 2013 2014 2015 2016 2017
Employee $39M Hazardous Waste – 11.2% 2017 Target: 0% absolute growth — water, GHG
Business $75M GHG Emissions – 8.0% and solid waste; 0% revenue-adjusted growth —
Charitable $76M Solid Waste – 6.9% hazardous waste
Water Intake – 10.3%

The 787-10
Dreamliner will
Connect
connect people
and cargo to more
nonstop destina-
tions with unprec-
edented efficiency
when it begins flying
in 2018. Leveraging
the design of the
787-9, the 787-10
will improve fuel use
and reduce emis-
sions 25 percent
over replacement
airplanes—10 per-
cent better than the
competition.
With an installed
base of more than
12,000 commercial
airplanes in operation
today, we Connect
people, products
and ideas like
never before.
To further reduce
greenhouse gas
emissions, Boeing
conducted Sub-
sonic Ultra Green
Aircraft Research
studies, part of a
NASA program to
advance aerospace
science for public
benefit. The SUGAR
Volt airplane would
connect people
using some electric
power on short-
range flights and
conventional fuels
for longer-range
flights.
Boeing continues
to explore applica-
tions for super-
sonic flight, which
has the potential
to connect the
world in less time.
Innovation in
aerodynamics,
propulsion, materi-
als and other areas
will be needed to
develop aircraft that
meet future market
requirements as
well as customer
needs.

Ground-based
Midcourse
Defense is the
United States’
only operational
protection against
long-range missile
threats, meeting
real-time require-
ments 24/7/365.
The Boeing-led
industry team
ensures readiness
through ground and
flight testing and
keeps the system at
pace with growing
threats.
Operated by the
U.S. Navy and
Royal Australian
Air Force, the
combat-proven
F/A-18E/F Super U.S. and allied
Hornet multirole
strike fighter out- governments around
distances threats
now and far into the
the world rely on our
future. It can mod-
ernize any country’s
defense products and
fighter fleet and will
be the backbone of
services to Protect
the Navy’s carrier
air wings through
people and nations
2040. and maintain global
peace and stability.
The H-47 Chinook

is used around
the world to move
Protect
military troops and
equipment, as well
as for humanitarian
relief, medical
evacuations, and
firefighting. The
Block II moderniza-
tion is advancing
the helicopter’s
capabilities to keep
it in service through
the 2030s.

Through an innova-
tive partnership with
NASA’s Commercial
Crew Program,
Boeing’s CST-100
Starliner system is
on a course to re-
turn human launch
capabilities to the
United States. The
spacecraft will
safely carry a mix
of crew and cargo
to the International
Space Station and
other low Earth orbit
destinations.
America’s heavy-
lift rocket, NASA’s
Space Launch
System, will
power humankind
into deep space
by launching
Explore
larger payloads
farther into our
solar system, faster
than ever before
possible, to enable
exploration, science
and security
missions.
From the vast

reaches of outer
space to the depths
of our oceans, we
Explore the mysteries
of the universe,
seeking knowledge
and scientific
discovery to improve
life on Earth.
Almost three quar-

ters of the Earth’s
surface is covered
by water, with areas
that remain unex-
plored. Boeing’s
fully autonomous
Echo Seeker un-
manned underwater
vehicle is designed
to explore ocean
depths to 20,000
feet and operate
for 50 to 75 hours.
10

The all-electric
702SP satellite is
Inspire
powered by enough
inert, non-hazardous
xenon to extend its
operations beyond
the expected 15-
year design life. Its
patented stacked-
configuration
capability helps
customers share
launch costs.
Boeing delivered
the world’s first
all-electric satellites
for ABS and
Eutelsat in 2015.
And, through the awe

and wonder of what
Boeing and its
we do—and with the
employees support
FIRST ® (For
same passion and
Inspiration and
Recognition of
commitment of our
Science and founders—we Inspire
Technology), a
national robotics future generations of
program that
engages students innovators, explorers
in exciting mentor-
based learning and dreamers who will
and competition,
building technology continue to make the
skills, inspiring inno-
vation and fostering
world a better place.
self-confidence,
communication and
leadership skills.
The X-37B program

is demonstrating a
reliable, reusable
unmanned space
test platform for the
Air Force. Its objec-
tives include space
experimentation,
risk reduction
and concept-of-
operations develop-
ment for reusable
space vehicle
technologies that
could become key
enablers for future
space missions.
11

EXECUTIVE COUNCIL
Pictured, left to right: Raymond L. Conner Diana L. Sands

Timothy J. Keating Vice Chairman; Senior Vice President,
Senior Vice President, President and Chief Executive Officer, Office of Internal Governance
Government Operations Boeing Commercial Airplanes and Administration
John J. Tracy Gregory D. Smith Bertrand-Marc Allen

Senior Vice President, Executive Vice President of Senior Vice President;
Engineering, Operations & Technology Corporate Development & Strategy President, Boeing International
and Chief Technology Officer and Chief Financial Officer
J. Michael Luttig
Heidi B. Capozzi Leanne G. Caret Executive Vice President
Senior Vice President, Executive Vice President; and General Counsel
Human Resources President and Chief Executive Officer,
Boeing Defense, Space & Security
Thomas J. Downey
Senior Vice President,
Communications
Founders, left to right: William E. “Bill” Boeing;

James H. “Dutch” Kindelberger;
James S. McDonnell; Donald W. Douglas
12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2015
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-442
THE BOEING COMPANY

(Exact name of registrant as specified in its charter)
Delaware 91-0425694
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization
100 N. Riverside Plaza, Chicago, IL 60606-1596

(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (312) 544-2000

Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $5 par value New York Stock Exchange

(Title of each class) (Name of each exchange on which registered)
Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit and post such files). Yes No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.
Large accelerated filer Accelerated filer

Non-accelerated filer (Do not check if a smaller reporting company) Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
As of June 30, 2015, there were 681,067,191 common shares outstanding held by nonaffiliates of the registrant, and the aggregate market
value of the common shares (based upon the closing price of these shares on the New York Stock Exchange) was approximately $94.5
billion.
The number of shares of the registrant’s common stock outstanding as of February 4, 2016 was 662,503,822.
DOCUMENTS INCORPORATED BY REFERENCE
Part III incorporates information by reference to the registrant’s definitive proxy statement, to be filed with the Securities and Exchange
Commission within 120 days after the close of the fiscal year ended December 31, 2015.
80670bo_2015 12 Dec 31 10K for Annual Report.pdf

80670bo_2015_12_Dec_31_10K_for_Annual_Report.pdf
80670bo_financial.indd 1 2/27/16 2:15 PM
THE BOEING COMPANY
Index to the Form 10-K
For the Fiscal Year Ended December 31, 2015
PART I Page
Item 1. Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Item 1A. Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Item 1B. Unresolved Staff Comments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Item 2. Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Item 3. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Item 4. Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . 17
Item 6. Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Item 7. Management’s Discussion and Analysis of Financial Condition and
Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Item 7A. Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . 47
Item 8. Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . 48
Item 9. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
Item 9A. Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
Item 9B. Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
PART III
Item 10. Directors, Executive Officers and Corporate Governance. . . . . . . . . . . . . 113
Item 11. Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115
Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
Item 13. Certain Relationships and Related Transactions, and Director
Independence. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
Item 14. Principal Accounting Fees and Services. . . . . . . . . . . . . . . . . . . . . . . . . . 116
PART IV
Item 15. Exhibits, Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . 117
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121

PART I
Item 1. Business
The Boeing Company, together with its subsidiaries (herein referred to as “Boeing,” the “Company,” “we,”
“us,” “our”), is one of the world’s major aerospace firms.
We are organized based on the products and services we offer. We operate in five principal segments:
• Commercial Airplanes;
• Our Defense, Space & Security (BDS) business comprises three segments:
• Boeing Military Aircraft (BMA),
• Network & Space Systems (N&SS) and
• Global Services & Support (GS&S); and
• Boeing Capital (BCC).
The unallocated activities of Engineering, Operations & Technology (EO&T) and Shared Services Group
(SSG), Corporate and intercompany guarantees provided to BCC are included in Unallocated items,
eliminations and other. EO&T provides Boeing with technical and functional capabilities, including
information technology, research and development, test and evaluation, technology strategy development,
environmental remediation management and intellectual property management.
Commercial Airplanes Segment
The Commercial Airplanes segment develops, produces and markets commercial jet aircraft and provides
related support services, principally to the commercial airline industry worldwide. We are a leading producer
of commercial aircraft and offer a family of commercial jetliners designed to meet a broad spectrum of
global passenger and cargo requirements of airlines. This family of commercial jet aircraft in production
includes the 737 narrow-body model and the 747, 767, 777 and 787 wide-body models. Development
continues on the 787-10 and 737 MAX derivatives and the 777X programs. The Commercial Airplanes
segment also offers aviation services support, aircraft modifications, spare parts, training, maintenance
documents and technical advice to commercial and government customers worldwide.
Defense, Space & Security
Our BDS operations principally involve research, development, production, modification and support of
the products and related systems as described below. BDS' primary customer is the United States
Department of Defense (U.S. DoD) with approximately 62% of BDS 2015 revenues being derived from
this customer (excluding foreign military sales through the U.S. government). Other significant BDS
revenues were derived from the National Aeronautics and Space Administration (NASA), international
defense markets, civil markets and commercial satellite markets. BDS consists of three capabilities-driven
businesses: BMA, N&SS and GS&S. Additionally, the Phantom Works group is an integrated team that
works with the three businesses via product development, rapid prototyping and customer engagement
through experimentation and enterprise technology investment strategies.
Boeing Military Aircraft Segment
This segment is engaged in the research, development, production and modification of manned and
unmanned military aircraft and weapons systems for global strike, including fighter aircraft and missile
systems; vertical lift, including rotorcraft and tilt-rotor aircraft; autonomous systems; and mobility,
surveillance and engagement, including command and control, battle management, airborne, anti-

submarine, transport and tanker aircraft. The major programs in this segment include for global strike:
EA-18G Growler Airborne Electronic Attack, F/A-18E/F Super Hornet, F-15 Strike Eagle and Joint
Direct Attack Munition; for vertical lift: CH-47 Chinook, AH-64 Apache, and V-22 Osprey; for
autonomous systems: ScanEagle and Integrator; and for mobility, surveillance and engagement: C-17
Globemaster III, P-8 programs, and KC-46A Tanker. C-17 Globemaster III production ended in 2015.
Network & Space Systems Segment
This segment is engaged in the research, development, production and modification of the following
products and related services: electronics and information solutions, including command, control,
communications, computers, intelligence, surveillance and reconnaissance (C4ISR), cyber and
information solutions, and intelligence systems; strategic missile and defense systems; space and
intelligence systems, including satellites and commercial satellite launch vehicles; and space
exploration. The major programs in this segment include for strategic missile and defense systems:
Ground-based Midcourse Defense (GMD); for space and intelligence systems: commercial, civil and
military satellites; and for space exploration: Space Launch System (SLS), Commercial Crew and
International Space Station. This segment also includes our joint venture operations related to United
Launch Alliance.
Global Services & Support Segment
This segment provides customers with mission readiness through total support solutions. Our global
services business sustains aircraft and systems with a full spectrum of products and services through
integrated logistics, including supply chain management and engineering support; maintenance,
modification and upgrades for aircraft; and training systems and government services, including pilot
and maintenance training. GS&S international operations include Boeing Defence U.K. Ltd., and
Boeing Defence Australia, as well as Alsalam Aircraft Company, Aviation Training International, Ltd
and Boeing Sikorsky International Services LLC, joint ventures.
Integrated logistics comprises an integrated array of services that address the complete life cycle of
aircraft and systems. Major programs supported include the F/A-18E/F, F-15, AH-64 Apache and CH-47
Chinook for domestic and international customers.
Aircraft modernization and sustainment is performed at centers throughout the United States and
around the world, providing rapid cycle time and aircraft services for military customers on a wide
variety of BDS and non-BDS platforms. Major support is performed as part of the C-17 Globemaster
III Integrated Sustainment Program. Aircraft programs include the Airborne Early Warning and Control
(AEW&C) Peace Eagle contract with Turkey and Airborne Warning and Control Systems (AWACS)
program. We delivered the final AEW&C aircraft to Turkey in 2015.
Training systems and government services comprise a full range of training capabilities for domestic
and international customers, including the design and development of trainers for multiple aircraft
platforms and logistics and asset management solutions.
Boeing Capital Segment
BCC seeks to ensure that Boeing customers have the financing they need to buy and take delivery of their
Boeing product and manages overall financing exposure. BCC’s portfolio consists of equipment under
operating leases, finance leases, notes and other receivables, assets held for sale or re-lease and
investments.

Financial and Other Business Information
See the Summary of Business Segment Data and Note 21 to our Consolidated Financial Statements for
financial information, including revenues and earnings from operations, for each of our business segments.
Intellectual Property
We own numerous patents and have licenses for the use of patents owned by others, which relate to our
products and their manufacture. In addition to owning a large portfolio of intellectual property, we also
license intellectual property to and from third parties. For example, the U.S. government has licenses in
our patents that are developed in performance of government contracts, and it may use or authorize others
to use the inventions covered by such patents for government purposes. Unpatented research,
development and engineering skills, as well as certain trademarks, trade secrets, and other intellectual
property rights, also make an important contribution to our business. While our intellectual property rights
in the aggregate are important to the operation of each of our businesses, we do not believe that our
business would be materially affected by the expiration of any particular intellectual property right or
termination of any particular intellectual property patent license agreement.
Non-U.S. Revenues
See Note 21 to our Consolidated Financial Statements for information regarding non-U.S. revenues.
Research and Development
Research and development expenditures involve experimentation, design, development and related test
activities for defense systems, new and derivative jet aircraft including both commercial and military,
advanced space and other company-sponsored product development. These are expensed as incurred
including amounts allocable as reimbursable overhead costs on U.S. government contracts.
Our total research and development expense, net amounted to $3.3 billion, $3.0 billion and $3.1 billion in
2015, 2014 and 2013, respectively.
Research and development costs also include bid and proposal efforts related to government products
and services, as well as costs incurred in excess of amounts estimated to be recoverable under cost-
sharing research and development agreements. Bid and proposal costs were $286 million, $289 million
and $285 million in 2015, 2014 and 2013, respectively.

Employees
Total workforce level at December 31, 2015 was approximately 161,400. As of December 31, 2015, our
principal collective bargaining agreements were with the following unions:
Percent of our
Employees
Union Represented Status of the Agreements with Major Union
The International Association of 22% We have two major agreements; one expiring in
Machinists and Aerospace Workers June 2022 and one in September 2024.
(IAM)
The Society of Professional 13% We have two major agreements expiring in
Engineering Employees in October 2016.
Aerospace (SPEEA)
The United Automobile, Aerospace 1% We have one major agreement expiring in
and Agricultural Implement Workers October 2022.
of America (UAW)
Competition
The commercial jet aircraft market and the airline industry remain extremely competitive. We face
aggressive international competitors who are intent on increasing their market share, such as Airbus,
Embraer and Bombardier, and other entrants from Russia, China and Japan. We are focused on improving
our processes and continuing cost reduction efforts. We intend to continue to compete with other airplane
manufacturers by providing customers with greater value products, services, and support. We continue
to leverage our extensive customer support services network which spans the life cycle of the airplane:
aircraft acquisition, readying for service, maintenance and engineering, enhancing and upgrading, and
transitioning to the next model - as well as the daily cycle of gate-to-gate operations. This enables us to
provide a high level of customer satisfaction and productivity.
BDS faces strong competition in all market segments, primarily from Lockheed Martin Corporation, Northrop
Grumman Corporation, Raytheon Company and General Dynamics Corporation. Non-U.S. companies
such as BAE Systems and Airbus Group, continue to build a strategic presence in the U.S. market by
strengthening their North American operations and partnering with U.S. defense companies. In addition,
certain competitors have occasionally formed teams with other competitors to address specific customer
requirements. BDS expects the trend of strong competition to continue into 2016.
Regulatory Matters
Our businesses are heavily regulated in most of our markets. We deal with numerous U.S. government
agencies and entities, including but not limited to all of the branches of the U.S. military, NASA, the Federal
Aviation Administration (FAA) and the Department of Homeland Security. Similar government authorities
exist in our international markets.
Government Contracts. The U.S. government, and other governments, may terminate any of our
government contracts at their convenience, as well as for default, based on our failure to meet specified
performance requirements. If any of our U.S. government contracts were to be terminated for convenience,
we generally would be entitled to receive payment for work completed and allowable termination or
cancellation costs. If any of our government contracts were to be terminated for default, generally the U.S.
government would pay only for the work that has been accepted and could require us to pay the difference
between the original contract price and the cost to re-procure the contract items, net of the work accepted
from the original contract. The U.S. government can also hold us liable for damages resulting from the
default.

Commercial Aircraft. In the U.S., our commercial aircraft products are required to comply with FAA
regulations governing production and quality systems, airworthiness and installation approvals, repair
procedures and continuing operational safety. Internationally, similar requirements exist for airworthiness,
installation and operational approvals. These requirements are generally administered by the national
aviation authorities of each country and, in the case of Europe, coordinated by the European Joint Aviation
Authorities.
Environmental. We are subject to various federal, state, local and non-U.S. laws and regulations relating
to environmental protection, including the discharge, treatment, storage, disposal and remediation of
hazardous substances and wastes. We continually assess our compliance status and management of
environmental matters to ensure our operations are in substantial compliance with all applicable
environmental laws and regulations. Investigation, remediation, and operation and maintenance costs
associated with environmental compliance and management of sites are a normal, recurring part of our
operations. These costs often are allowable costs under our contracts with the U.S. government. It is
reasonably possible that costs incurred to ensure continued environmental compliance could have a
material impact on our results of operations, financial condition or cash flows if additional work requirements
or more stringent clean-up standards are imposed by regulators, new areas of soil, air and groundwater
contamination are discovered and/or expansions of work scope are prompted by the results of
investigations.
A Potentially Responsible Party (PRP) has joint and several liability under existing U.S. environmental
laws. Where we have been designated a PRP by the Environmental Protection Agency or a state
environmental agency, we are potentially liable to the government or third parties for the full cost of
remediating contamination at our facilities or former facilities or at third-party sites. If we were required to
fully fund the remediation of a site for which we were originally assigned a partial share, the statutory
framework would allow us to pursue rights to contribution from other PRPs. For additional information
relating to environmental contingencies, see Note 11 to our Consolidated Financial Statements.
International. Our international sales are subject to U.S. and non-U.S. governmental regulations and
procurement policies and practices, including regulations relating to import-export control, investment,
exchange controls and repatriation of earnings. International sales are also subject to varying currency,
political and economic risks.
Raw Materials, Parts, and Subassemblies
We are highly dependent on the availability of essential materials, parts and subassemblies from our
suppliers and subcontractors. The most important raw materials required for our aerospace products are
aluminum (sheet, plate, forgings and extrusions), titanium (sheet, plate, forgings and extrusions) and
composites (including carbon and boron). Although alternative sources generally exist for these raw
materials, qualification of the sources could take one year or more. Many major components and product
equipment items are procured or subcontracted on a sole-source basis with a number of companies.
Suppliers
We are dependent upon the ability of a large number of suppliers and subcontractors to meet performance
specifications, quality standards and delivery schedules at our anticipated costs. While we maintain an
extensive qualification and performance surveillance system to control risk associated with such reliance
on third parties, failure of suppliers or subcontractors to meet commitments could adversely affect
production schedules and program/contract profitability, thereby jeopardizing our ability to fulfill
commitments to our customers. We are also dependent on the availability of energy sources, such as
electricity, at affordable prices.

Seasonality
No material portion of our business is considered to be seasonal.
Executive Officers of the Registrant
See “Item 10. Directors, Executive Officers and Corporate Governance” in Part III.
Other Information
Boeing was originally incorporated in the State of Washington in 1916 and reincorporated in Delaware in
1934. Our principal executive offices are located at 100 N. Riverside Plaza, Chicago, Illinois 60606 and
our telephone number is (312) 544-2000.
General information about us can be found at www.boeing.com. The information contained on or connected
to our website is not incorporated by reference into this Annual Report on Form 10-K and should not be
considered part of this or any other report filed with the Securities and Exchange Commission (SEC). Our
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, as well
as any amendments to those reports, are available free of charge through our website as soon as reasonably
practicable after we file them with, or furnish them to, the SEC. These reports may also be obtained at the
SEC’s public reference room at 100 F Street, N.E., Washington, D.C. 20549. The SEC also maintains a
website at www.sec.gov that contains reports, proxy statements and other information regarding SEC
registrants, including Boeing.
Forward-Looking Statements
This report, as well as our Annual Report to Shareholders, quarterly reports, and other filings we make
with the SEC, press releases and other written and oral communications, contains “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as
“may,” “should,” “expects,” “intends,” “projects,” “plans,” “believes,” “estimates,” “targets,” “anticipates” and
similar expressions are used to identify these forward-looking statements. Examples of forward-looking
statements include statements relating to our future financial condition and operating results, as well as
any other statement that does not directly relate to any historical or current fact.
Forward-looking statements are based on our current expectations and assumptions, which may not prove
to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes
in circumstances that are difficult to predict. Many factors, including those set forth in the “Risk Factors”
section below could cause actual results to differ materially and adversely from these forward-looking
statements. Any forward-looking statement speaks only as of the date on which it is made, and we assume
no obligation to update or revise any forward-looking statement whether as a result of new information,
future events or otherwise, except as required by law.

Item 1A. Risk Factors
An investment in our common stock or debt securities involves risks and uncertainties and our actual
results and future trends may differ materially from our past or projected future performance. We urge
investors to consider carefully the risk factors described below in evaluating the information contained in
this report.
Our Commercial Airplanes business depends heavily on commercial airlines, and is subject to
unique risks.
Market conditions have a significant impact on demand for our commercial aircraft. The commercial aircraft
market is predominantly driven by long-term trends in airline passenger and cargo traffic. The principal
factors underlying long-term traffic growth are sustained economic growth and political stability both in
developed and emerging markets. Demand for our commercial aircraft is further influenced by airline
profitability, availability of aircraft financing, world trade policies, government-to-government relations,
technological changes, price and other competitive factors, fuel prices, terrorism, epidemics and
environmental regulations. Traditionally, the airline industry has been cyclical and very competitive and
has experienced significant profit swings and constant challenges to be more cost competitive. In addition,
availability of financing to non-U.S. customers depends in part on the Export-Import Bank of the United
States. Significant deterioration in the global economic environment, the airline industry generally, or in
the financial stability of one or more of our major customers could result in fewer new orders for aircraft
or could cause customers to seek to postpone or cancel contractual orders and/or payments to us, which
could result in lower revenues, profitability and cash flows and a reduction in our contractual backlog. In
addition, because our commercial aircraft backlog consists of aircraft scheduled for delivery over a period
of several years, any of these macroeconomic, industry or customer impacts could unexpectedly affect
deliveries over a long period.
We enter into firm fixed-price aircraft sales contracts with indexed price escalation clauses which could
subject us to losses if we have cost overruns or if increases in our costs exceed the applicable escalation
rate. Commercial aircraft sales contracts are often entered into years before the aircraft are delivered. In
order to account for economic fluctuations between the contract date and delivery date, aircraft pricing
generally consists of a fixed amount as modified by price escalation formulas derived from labor, commodity
and other price indices. Our revenue estimates are based on current expectations with respect to these
escalation formulas, but the actual escalation amounts are outside of our control. Escalation factors can
fluctuate significantly from period to period. Changes in escalation amounts can significantly impact
revenues and operating margins in our Commercial Airplanes business.
We derive a significant portion of our revenues from a limited number of commercial airlines. We can make
no assurance that any customer will exercise purchase options, fulfill existing purchase commitments or
purchase additional products or services from us. In addition, fleet decisions, airline consolidations or
financial challenges involving any of our major commercial airline customers could significantly reduce
our revenues and limit our opportunity to generate profits from those customers.
Our Commercial Airplanes business depends on our ability to maintain a healthy production
system, achieve planned production rate targets, successfully develop new aircraft or new
derivative aircraft, and meet or exceed stringent performance and reliability standards.
The commercial aircraft business is extremely complex, involving extensive coordination and integration
with U.S and non-U.S. suppliers, highly-skilled labor from thousands of employees and other partners,
and stringent regulatory requirements and performance and reliability standards. In addition, the
introduction of new aircraft programs and/or derivatives, such as the 787-10, 737 MAX and 777X, involves
increased risks associated with meeting development, testing, production and certification schedules. As

a result, our ability to deliver aircraft on time, satisfy regulatory and customer requirements, and achieve
or maintain, as applicable, program profitability is subject to significant risks.
We must meet planned production rate and productivity improvement targets in order to satisfy customer
demand and maintain our profitability. We continue to increase production rates for the 737, 767 and 787
programs, while at the same time engaging in significant ongoing development of the 787-10, 737 MAX
and 777X aircraft. In addition, we continue to seek opportunities to reduce the costs of building our aircraft,
including working with our suppliers to reduce supplier costs, identifying and implementing productivity
improvements, and optimizing how we manage inventory. If production rate ramp-up efforts at any of our
commercial aircraft assembly facilities are delayed or if our suppliers cannot timely deliver components to
us at the cost and rates necessary to achieve our targets, we may be unable to meet delivery schedules
and the financial performance of one or more of our programs may suffer.
Operational challenges impacting the production system for one or more of our commercial aircraft
programs could result in production delays and/or failure to meet customer demand for new aircraft, either
of which would negatively impact our revenues and operating margins. Our commercial aircraft production
system is extremely complex. Operational issues, including delays or defects in supplier components,
failure to meet internal performance plans, or delays or failures to achieve required regulatory certifications,
could result in significant out-of-sequence work and increased production costs, as well as delayed
deliveries to customers, impacts to aircraft performance and/or increased warranty or fleet support costs.
Further, if we cannot efficiently and cost-effectively incorporate design changes into early build 787 aircraft,
we may face further profitability pressures on this program.
If our commercial airplanes fail to satisfy performance and reliability requirements, we could face additional
costs and/or lower revenues. Developing and manufacturing commercial aircraft that meet or exceed our
performance and reliability standards, as well as those of customers and regulatory agencies, can be
costly and technologically challenging. These challenges are particularly significant with newer aircraft
programs. Any failure of any Boeing aircraft to satisfy performance or reliability requirements could result
in disruption to our operations, higher costs and/or lower revenues.
Changes in levels of U.S. government defense spending or overall acquisition priorities could
negatively impact our financial position and results of operations.
We derive a substantial portion of our revenue from the U.S. government, primarily from defense related
programs with the U.S. DoD. Levels of U.S. defense spending in future periods are very difficult to predict
and subject to significant risks. In addition, significant budgetary delays and constraints have already
resulted in reduced spending levels, and additional reductions may be forthcoming. In August 2011, the
Budget Control Act (The Act) established limits on U.S. government discretionary spending, including a
reduction of defense spending by approximately $490 billion between the 2012 and 2021 U.S. government
fiscal years. The Act also provided that the defense budget would face “sequestration” cuts of up to an
additional $500 billion during that same period to the extent that discretionary spending limits are exceeded.
The impact of sequestration cuts has been reduced with respect to FY2016 and FY2017 following the
enactment of The Bipartisan Budget Act of 2015 in November 2015. However, long-term uncertainty
remains with respect to overall levels of defense spending and it is likely that U.S. government discretionary
spending levels will continue to be subject to significant pressure, including risk of future sequestration
cuts.
In addition, there continues to be significant uncertainty with respect to program-level appropriations for
the U.S. DoD and other government agencies (including NASA) within the overall budgetary framework
described above. While the FY2016 appropriations enacted December 2015 included funding for Boeing’s
major programs, such as F/A-18, CH-47 Chinook, AH-64 Apache, KC-46A Tanker and P-8 programs,
uncertainty remains about how defense budgets in FY2017 and beyond will affect Boeing’s programs. We
also expect that ongoing concerns regarding the U.S. national debt will continue to place downward

pressure on U.S. DoD spending levels. Future budget cuts, including cuts mandated by sequestration, or
future procurement decisions associated with the authorizations and appropriations process could result
in reductions, cancellations, and/or delays of existing contracts or programs. Any of these impacts could
have a material effect on the results of the Company’s operations, financial position and/or cash flows.
In addition, as a result of the significant ongoing uncertainty with respect to both U.S. defense spending
levels and the nature of the threat environment, we expect the U.S. DoD to continue to emphasize cost-
cutting and other efficiency initiatives in its procurement processes. If we can no longer adjust successfully
to these changing acquisition priorities and/or fail to meet affordability targets set by the U.S. DoD customer,
our revenues and market share would be further impacted.
We conduct a significant portion of our business pursuant to U.S. government contracts, which
are subject to unique risks.
In 2015, 27% of our revenues were earned pursuant to U.S. government contracts, which include foreign
military sales through the U.S. government. Business conducted pursuant to such contracts is subject to
extensive procurement regulations and other unique risks.
Our sales to the U.S. government are subject to extensive procurement regulations, and changes to those
regulations could increase our costs. New procurement regulations, or changes to existing requirements,
could increase our compliance costs or otherwise have a material impact on the operating margins of our
BDS business. These requirements may result in increased compliance costs, and we could be subject
to additional costs in the form of withheld payments and/or reduced future business if we fail to comply
with these requirements in the future. Compliance costs attributable to current and potential future
procurement regulations such as these could negatively impact our financial condition and operating
results.
The U.S. government may modify, curtail or terminate one or more of our contracts. The U.S. government
contracting party may modify, curtail or terminate its contracts and subcontracts with us, without prior notice
and either at its convenience or for default based on performance. In addition, funding pursuant to our
U.S. government contracts may be reduced or withheld as part of the U.S. Congressional appropriations
process due to fiscal constraints, changes in U.S. national security strategy and/or priorities or other
reasons. Further uncertainty with respect to ongoing programs could also result in the event that the U.S.
government finances its operations through temporary funding measures such as “continuing resolutions”
rather than full-year appropriations. Any loss or anticipated loss or reduction of expected funding and/or
modification, curtailment, or termination of one or more large programs could have a material adverse
effect on our earnings, cash flow and/or financial position.
We are subject to U.S. government inquiries and investigations, including periodic audits of costs that we
determine are reimbursable under U.S. government contracts. U.S. government agencies, including the
Defense Contract Audit Agency and the Defense Contract Management Agency, routinely audit government
contractors. These agencies review our performance under contracts, cost structure and compliance with
applicable laws, regulations, and standards, as well as the adequacy of and our compliance with our
internal control systems and policies. Any costs found to be misclassified or inaccurately allocated to a
specific contract will be deemed non-reimbursable, and to the extent already reimbursed, must be refunded.
Any inadequacies in our systems and policies could result in withholds on billed receivables, penalties
and reduced future business. Furthermore, if any audit, inquiry or investigation uncovers improper or illegal
activities, we could be subject to civil and criminal penalties and administrative sanctions, including
termination of contracts, forfeiture of profits, suspension of payments, fines, and suspension or debarment
from doing business with the U.S. government. We also could suffer reputational harm if allegations of
impropriety were made against us, even if such allegations are later determined to be false.

We enter into fixed-price contracts which could subject us to losses if we have cost overruns.
Our BDS business generated approximately 72% of its 2015 revenues from fixed-price contracts. While
fixed-price contracts enable us to benefit from performance improvements, cost reductions and efficiencies,
they also subject us to the risk of reduced margins or incurring losses if we are unable to achieve estimated
costs and revenues. If our estimated costs exceed our estimated price, we recognize reach-forward losses
which can significantly affect our reported results. For example, during the second quarter of 2015, we
recorded a reach-forward loss of $835 million on the USAF KC-46A Tanker contract, primarily driven by
additional costs attributable to design changes, testing and manufacturing complexity. The long term nature
of many of our contracts makes the process of estimating costs and revenues on fixed-price contracts
inherently risky. Fixed-price contracts often contain price incentives and penalties tied to performance
which can be difficult to estimate and have significant impacts on margins. In addition, some of our contracts
have specific provisions relating to cost, schedule and performance.
Fixed-price development contracts are generally subject to more uncertainty than fixed-price production
contracts. Many of these development programs have highly complex designs. In addition, technical or
quality issues that arise during development could lead to schedule delays and higher costs to complete,
which could result in a material charge or otherwise adversely affect our financial condition. Examples of
significant BDS fixed-price development contracts include Commercial Crew, Saudi F-15, USAF KC-46A
Tanker, and commercial and military satellites.
We enter into cost-type contracts which also carry risks.
Our BDS business generated approximately 28% of its 2015 revenues from cost-type contracting
arrangements. Some of these are development programs that have complex design and technical
challenges. These cost-type programs typically have award or incentive fees that are subject to uncertainty
and may be earned over extended periods. In these cases the associated financial risks are primarily in
reduced fees, lower profit rates or program cancellation if cost, schedule or technical performance issues
arise. Programs whose contracts are primarily cost-type include GMD, Proprietary and SLS programs.
We enter into contracts that include in-orbit incentive payments that subject us to risks.
Contracts in the commercial satellite industry and certain government satellite contracts include in-orbit
incentive payments. These in-orbit payments may be paid over time after final satellite acceptance or paid
in full prior to final satellite acceptance. In both cases, the in-orbit incentive payment is at risk if the satellite
does not perform to specifications for up to 15 years after acceptance. The net present value of in-orbit
incentive fees we ultimately expect to realize is recognized as revenue in the construction period. If the
satellite fails to meet contractual performance criteria, customers will not be obligated to continue making
in-orbit payments and/or we may be required to provide refunds to the customer and incur significant
charges.
Our ability to deliver products and services that satisfy customer requirements is heavily dependent
on the performance of our subcontractors and suppliers, as well as on the availability of raw
materials and other components.
We rely on other companies including subcontractors and suppliers to provide and produce raw materials,
integrated components and sub-assemblies, and production commodities and to perform some of the
services that we provide to our customers. If one or more of our suppliers or subcontractors experiences
delivery delays or other performance problems, we may be unable to meet commitments to our customers
or incur additional costs. In addition, if one or more of the raw materials on which we depend (such as
aluminum, titanium or composites) becomes unavailable or is available only at very high prices, we may
be unable to deliver one or more of our products in a timely fashion or at budgeted costs. In some instances,
10

we depend upon a single source of supply. Any service disruption from one of these suppliers, either due
to circumstances beyond the supplier’s control, such as geo-political developments, or as a result of
performance problems or financial difficulties, could have a material adverse effect on our ability to meet
commitments to our customers or increase our operating costs. For example, we continue to monitor
political unrest involving Russia and Ukraine, where we and some of our suppliers source titanium products
and/or have operations.
We use estimates in accounting for many contracts and programs. Changes in our estimates could
adversely affect our future financial results.
Contract and program accounting require judgment relative to assessing risks, estimating revenues and
costs and making assumptions for schedule and technical issues. Due to the size and nature of many of
our contracts and programs, the estimation of total revenues and cost at completion is complicated and
subject to many variables. Assumptions have to be made regarding the length of time to complete the
contract or program because costs also include expected increases in wages and employee benefits,
material prices and allocated fixed costs. Incentives or penalties related to performance on contracts are
considered in estimating sales and profit rates, and are recorded when there is sufficient information for
us to assess anticipated performance. Suppliers’ assertions are also assessed and considered in estimating
costs and profit rates. Estimates of award fees are also used in sales and profit rates based on actual and
anticipated awards.
With respect to each of our commercial aircraft programs, inventoriable production costs (including
overhead), program tooling and other non-recurring costs and routine warranty costs are accumulated
and charged as cost of sales by program instead of by individual units or contracts. A program consists of
the estimated number of units (accounting quantity) of a product to be produced in a continuing, long-term
production effort for delivery under existing and anticipated contracts limited by the ability to make
reasonably dependable estimates. To establish the relationship of sales to cost of sales, program
accounting requires estimates of (a) the number of units to be produced and sold in a program, (b) the
period over which the units can reasonably be expected to be produced and (c) the units’ expected sales
prices, production costs, program tooling and other non-recurring costs, and routine warranty costs for the
total program. Several factors determine accounting quantity, including firm orders, letters of intent from
prospective customers and market studies. Changes to customer or model mix, production costs and
rates, learning curve, changes to price escalation indices, costs of derivative aircraft, supplier performance,
customer and supplier negotiations/settlements, supplier claims and/or certification issues can impact
these estimates. Any such change in estimates relating to program accounting may adversely affect future
financial performance.
Because of the significance of the judgments and estimation processes described above, materially
different sales and profit amounts could be recorded if we used different assumptions or if the underlying
circumstances were to change. Changes in underlying assumptions, circumstances or estimates may
adversely affect future period financial performance. For additional information on our accounting policies
for recognizing sales and profits, see our discussion under “Management’s Discussion and Analysis –
Critical Accounting Policies – Contract Accounting/Program Accounting” on pages 44 – 45 and Note 1 to
our Consolidated Financial Statements on pages 55 – 66 of this Form 10-K.
11

Competition within our markets and with respect to the products we sell may reduce our future
contracts and sales.
The markets in which we operate are highly competitive and one or more of our competitors may have
more extensive or more specialized engineering, manufacturing and marketing capabilities than we do in
some areas. In our Commercial Airplanes business, we anticipate increasing competition among non-U.S.
aircraft manufacturers and service providers in one or more of our market segments. In our BDS business,
we anticipate that the effects of defense industry consolidation, fewer large and new programs and new
priorities, including near and long-term cost competitiveness, of our U.S. DoD and international customers
will intensify competition for many of our products and services. Furthermore, we are facing increased
international competition and cross-border consolidation of competition. There can be no assurance that
we will be able to compete successfully against our current or future competitors or that the competitive
pressures we face will not result in reduced revenues and market share.
We derive a significant portion of our revenues from non-U.S. sales and are subject to the risks of
doing business in other countries.
In 2015, non-U.S. customers accounted for approximately 59% of our revenues. We expect that non-U.S.
sales will continue to account for a significant portion of our revenues for the foreseeable future. As a
result, we are subject to risks of doing business internationally, including:
• changes in regulatory requirements;

• domestic and international government policies, including requirements to expend a portion of
program funds locally and governmental industrial cooperation or participation requirements;
• fluctuations in international currency exchange rates;
• volatility in international political and economic environments and changes in non-U.S. national
priorities and budgets, which can lead to delays or fluctuations in orders;
• the complexity and necessity of using non-U.S. representatives and consultants;
• the uncertainty of the ability of non-U.S. customers to finance purchases, including the availability
of financing from the Export-Import Bank of the United States;
• uncertainties and restrictions concerning the availability of funding credit or guarantees;
• imposition of domestic and international taxes, export controls, tariffs, embargoes, sanctions and
other trade restrictions;
• the difficulty of management and operation of an enterprise spread over many countries;
• compliance with a variety of international laws, as well as U.S. laws affecting the activities of U.S.
companies abroad; and
• unforeseen developments and conditions, including terrorism, war, epidemics and international
conflicts.
While the impact of these factors is difficult to predict, any one or more of these factors could adversely
affect our operations in the future.
The outcome of litigation and of government inquiries and investigations involving our business
is unpredictable and an adverse decision in any such matter could have a material effect on our
financial position and results of operations.
We are involved in a number of litigation matters. These matters may divert financial and management
resources that would otherwise be used to benefit our operations. No assurances can be given that the
results of these matters will be favorable to us. An adverse resolution of any of these lawsuits could have
12

a material impact on our financial position and results of operations. In addition, we are subject to extensive
regulation under the laws of the United States and its various states, as well as other jurisdictions in which
we operate. As a result, we are sometimes subject to government inquiries and investigations of our
business due, among other things, to our business relationships with the U.S. government, the heavily
regulated nature of our industry, and in the case of environmental proceedings, our current or past ownership
of certain property. Any such inquiry or investigation could potentially result in an adverse ruling against
us, which could have a material impact on our financial position and results of operations.
A significant portion of our customer financing portfolio is concentrated among certain customers
based in the United States, and in certain types of Boeing aircraft, which exposes us to
concentration risks.
A significant portion of our customer financing portfolio is concentrated among certain customers and in
distinct geographic regions, particularly in the United States. Our portfolio is also concentrated by varying
degrees across Boeing aircraft product types, most notably 717 and 747-8F aircraft. If one or more
customers holding a significant portion of our portfolio assets experiences financial difficulties or otherwise
defaults on or does not renew its leases with us at their expiration, and we are unable to redeploy the
aircraft on reasonable terms, or if the types of aircraft that are concentrated in our portfolio suffer greater
than expected declines in value, our earnings, cash flows and/or financial position could be materially
adversely affected.
We may be unable to obtain debt to fund our operations and contractual commitments at
competitive rates, on commercially reasonable terms or in sufficient amounts.
We depend, in part, upon the issuance of debt to fund our operations and contractual commitments. As
of December 31, 2015 and 2014, our airplane financing commitments totaled $16,283 million and $16,723
million. If we require additional funding in order to fund outstanding financing commitments or meet other
business requirements, our market liquidity may not be sufficient. A number of factors could cause us to
incur increased borrowing costs and to have greater difficulty accessing public and private markets for
debt. These factors include disruptions or declines in the global capital markets and/or a decline in our
financial performance, outlook or credit ratings. The occurrence of any or all of these events may adversely
affect our ability to fund our operations and contractual or financing commitments.
We may not realize the anticipated benefits of mergers, acquisitions, joint ventures/strategic
alliances or divestitures.
As part of our business strategy, we may merge with or acquire businesses and/or form joint ventures and
strategic alliances. Whether we realize the anticipated benefits from these acquisitions and related activities
depends, in part, upon our ability to integrate the operations of the acquired business, the performance
of the underlying product and service portfolio, and the performance of the management team and other
personnel of the acquired operations. Accordingly, our financial results could be adversely affected by
unanticipated performance issues, legacy liabilities, transaction-related charges, amortization of expenses
related to intangibles, charges for impairment of long-term assets, credit guarantees, partner performance
and indemnifications. Consolidations of joint ventures could also impact our reported results of operations
or financial position. While we believe that we have established appropriate and adequate procedures and
processes to mitigate these risks, there is no assurance that these transactions will be successful. We
also may make strategic divestitures from time to time. These transactions may result in continued financial
involvement in the divested businesses, such as through guarantees or other financial arrangements,
following the transaction. Nonperformance by those divested businesses could affect our future financial
results through additional payment obligations, higher costs or asset write-downs.
13

Our insurance coverage may be inadequate to cover all significant risk exposures.
We are exposed to liabilities that are unique to the products and services we provide. We maintain insurance
for certain risks and, in some circumstances, we may receive indemnification from the U.S. government.
The amount of our insurance coverage may not cover all claims or liabilities and we may be forced to bear
substantial costs. For example, liabilities arising from the use of certain of our products, such as aircraft
technologies, missile systems, border security systems, anti-terrorism technologies, and/or air traffic
management systems may not be insurable on commercially reasonable terms. While some of these
products are shielded from liability within the U.S. under the SAFETY Act provisions of the 2002 Homeland
Security Act, no such protection is available outside the U.S., potentially resulting in significant liabilities.
The amount of insurance coverage we maintain may be inadequate to cover these or other claims or
liabilities.
Business disruptions could seriously affect our future sales and financial condition or increase
our costs and expenses.
Our business may be impacted by disruptions including threats to physical security, information technology
or cyber-attacks or failures, damaging weather or other acts of nature and pandemics or other public health
crises. Any of these disruptions could affect our internal operations or our ability to deliver products and
services to our customers. Any significant production delays, or any destruction, manipulation or improper
use of our data, information systems or networks could impact our sales, increase our expenses and/or
have an adverse effect on the reputation of Boeing and of our products and services.
Some of our and our suppliers’ workforces are represented by labor unions, which may lead to
work stoppages.
Approximately 61,000 employees, which constitute 38% of our total workforce, were union represented
as of December 31, 2015. We experienced a work stoppage in 2008 when a labor strike halted commercial
aircraft and certain BMA program production. We may experience additional work stoppages in the future,
which could adversely affect our business. We cannot predict how stable our relationships, currently with
11 U.S. labor organizations and 6 non-U.S. labor organizations, will be or whether we will be able to meet
the unions’ requirements without impacting our financial condition. The unions may also limit our flexibility
in dealing with our workforce. Union actions at suppliers can also affect us. Work stoppages and instability
in our union relationships could delay the production and/or development of our products, which could
strain relationships with customers and cause a loss of revenues which would adversely affect our
operations.
We have substantial pension and other postretirement benefit obligations, which have a material
impact on our earnings, shareholders' equity and cash flows from operations and could have
significant adverse impacts in future periods.
We have qualified defined benefit pension plans that cover the majority of our employees. Potential pension
contributions include both mandatory amounts required under the Employee Retirement Income Security
Act and discretionary contributions to improve the plans' funded status. The extent of future contributions
depends heavily on market factors such as the discount rate and the actual return on plan assets. We
estimate future contributions to these plans using assumptions with respect to these and other items.
Changes to those assumptions could have a significant effect on future contributions as well as on our
annual pension costs and/or result in a significant change to shareholders' equity. For U.S. government
contracts, we allocate pension costs to individual contracts based on U.S. Cost Accounting Standards
which can also affect contract profitability. We also provide other postretirement benefits to certain of our
employees, consisting principally of health care coverage for eligible retirees and qualifying dependents.
Our estimates of future costs associated with these benefits are also subject to assumptions, including
14

estimates of the level of medical cost increases. For a discussion regarding how our financial statements
can be affected by pension and other postretirement plan accounting policies, see “Management's
Discussion and Analysis-Critical Accounting Policies-Pension Plans” on pages 46 – 47 of this Form 10-
K. Although GAAP expense and pension or other postretirement benefit contributions are not directly
related, the key economic factors that affect GAAP expense would also likely affect the amount of cash
or stock we would contribute to our plans.
Our operations expose us to the risk of material environmental liabilities.
We are subject to various federal, state, local and non-U.S. laws and regulations related to environmental
protection, including the discharge, treatment, storage, disposal and remediation of hazardous substances
and wastes. We could incur substantial costs, including cleanup costs, fines and civil or criminal sanctions,
as well as third-party claims for property damage or personal injury, if we were to violate or become liable
under environmental laws or regulations. In some cases, we may be subject to such costs due to
environmental impacts attributable to our current or past manufacturing operations or the operations of
companies we have acquired. In other cases, we may become subject to such costs due to an
indemnification agreement between us and a third party relating to such environmental liabilities. In addition,
new laws and regulations, more stringent enforcement of existing laws and regulations, the discovery of
previously unknown contamination or the imposition of new remediation requirements could result in
additional costs. For additional information relating to environmental contingencies, see Note 11 to our
Consolidated Financial Statements.
Unauthorized access to our or our customers’ information and systems could negatively impact
our business.
We face certain security threats, including threats to the confidentiality, availability and integrity of our data
and systems. We maintain an extensive network of technical security controls, policy enforcement
mechanisms, monitoring systems and management oversight in order to address these threats. While
these measures are designed to prevent, detect and respond to unauthorized activity in our systems,
certain types of attacks, including cyber-attacks, could result in significant financial or information losses
and/or reputational harm. In addition, we manage information technology systems for certain customers.
Many of these customers face similar security threats. If we cannot prevent the unauthorized access,
release and/or corruption of our customers’ confidential, classified or personally identifiable information,
our reputation could be damaged, and/or we could face financial losses.
Item 1B. Unresolved Staff Comments

Not applicable
15

Item 2. Properties
We occupied approximately 83 million square feet of floor space on December 31, 2015 for manufacturing,
warehousing, engineering, administration and other productive uses, of which approximately 96% was
located in the United States. The following table provides a summary of the floor space by business as of
December 31, 2015:
Government
(Square feet in thousands) Owned Leased Owned(1) Total
Commercial Airplanes 39,761 5,806 45,567
Defense, Space & Security 26,047 8,091 34,138
Other(2) 2,400 643 318 3,361
Total 68,208 14,540 318 83,066
(1)
Excludes rent-free space furnished by U.S. government landlord of 272 square feet.
(2)
Other includes BCC; EO&T; SSG; and our Corporate Headquarters.
At December 31, 2015, we occupied in excess of 75.3 million square feet of floor space at the following
major locations:
• Commercial Airplanes – Greater Seattle, WA; Greater Charleston, SC; Portland, OR; Greater Los
Angeles, CA; Greater Salt Lake City, UT; Australia; and Canada
• Defense, Space & Security – Greater St. Louis, MO; Greater Los Angeles, CA; Greater Seattle, WA;
Philadelphia, PA; Mesa, AZ; San Antonio, TX; Huntsville, AL; Greater Washington, DC; Oklahoma City,
OK; and Houston, TX
• Other – Chicago, IL and Greater Seattle, WA
Most runways and taxiways that we use are located on airport properties owned by others and are used
jointly with others. Our rights to use such facilities are provided for under long-term leases with municipal,
county or other government authorities. In addition, the U.S. government furnishes us certain office space,
installations and equipment at U.S. government bases for use in connection with various contract activities.
We believe that our major properties are adequate for our present needs and, as supplemented by planned
improvements and construction, expect them to remain adequate for the foreseeable future.
Item 3. Legal Proceedings
Currently, we are involved in a number of legal proceedings. For a discussion of contingencies related to
legal proceedings, see Note 20 to our Consolidated Financial Statements, which is hereby incorporated
by reference.
Item 4. Mine Safety Disclosures
Not applicable
16

PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases
of Equity Securities
The principal market for our common stock is the New York Stock Exchange where it trades under the
symbol BA. As of February 4, 2016, there were 123,824 shareholders of record. Additional information
required by this item is incorporated by reference from Note 22 to our Consolidated Financial Statements.
Issuer Purchases of Equity Securities
The following table provides information about purchases of our common stock we made during the quarter
ended December 31, 2015:
(Dollars in millions, except per share data)
(a) (b) (c) (d)
Total Number of
Shares Purchased Approximate Dollar
Total Number Average as Part of Publicly Value of Shares That May Yet
of Shares Price Paid per Announced Plans be Purchased Under the
Purchased(1) Share or Programs Plans or Programs(2)
10/1/2015 thru 10/31/2015 3,582,002 $139.77 3,577,758 $5,500
11/1/2015 thru 11/30/2015 1,718,412 145.83 1,714,600 5,250
12/1/2015 thru 12/31/2015 10,579 146.09 14,000
Total 5,310,993 $141.74 5,292,358
(1)
We purchased an aggregate of 5,292,358 shares of our common stock in the open market pursuant
to our repurchase plan and 18,349 shares transferred to us from employees in satisfaction of minimum
tax withholding obligations associated with the vesting of restricted stock units during the period. We
purchased 286 shares in swap transactions.
(2)
On December 14, 2015, we announced a new repurchase plan for up to $14 billion of common stock,
replacing the plan previously authorized in 2014.
17

Item 6. Selected Financial Data
Five-Year Summary (Unaudited)

(Dollars in millions, except per share data) 2015 2014 2013 2012 2011
Operations
Revenues:
Commercial Airplanes $66,048 $59,990 $52,981 $49,127 $36,171
Defense, Space & Security:
Boeing Military Aircraft 13,482 13,500 15,275 15,373 14,100
Network & Space Systems 7,751 8,003 8,512 7,911 8,964
Global Services & Support 9,155 9,378 9,410 9,323 8,912
Total Defense, Space & Security 30,388 30,881 33,197 32,607 31,976
Boeing Capital 413 416 408 468 547
Unallocated items, eliminations, and other (735) (525) 37 (504) 41
Total revenues $96,114 $90,762 $86,623 $81,698 $68,735
General and administrative expense 3,525 3,767 3,956 3,717 3,408
Research and development expense 3,331 3,047 3,071 3,298 3,918
Other (loss)/income, net (13) (3) 56 62 47
Net earnings from continuing operations $5,176 $5,446 $4,586 $3,903 $4,011
Net (loss)/gain on disposal of discontinued operations, net of tax (1) (3) 7
Net earnings $5,176 $5,446 $4,585 $3,900 $4,018
Basic earnings per share from continuing operations 7.52 7.47 6.03 5.15 5.38
Diluted earnings per share from continuing operations 7.44 7.38 5.96 5.11 5.33
Cash dividends declared $2,575 $2,210 $1,642 $1,360 $1,263
Per share 3.82 3.10 2.185 1.81 1.70
Additions to Property, plant and equipment 2,450 2,236 2,098 1,703 1,713
Depreciation of Property, plant and equipment 1,357 1,414 1,338 1,248 1,119
Year-end workforce 161,400 165,500 168,400 174,400 171,700
Financial position at December 31
Total assets(1) $94,408 $92,921 $90,014 $84,528 $77,206
Working capital(1) 17,822 19,534 19,830 16,667 11,287
Property, plant and equipment, net 12,076 11,007 10,224 9,660 9,313
Cash and cash equivalents 11,302 11,733 9,088 10,341 10,049
Short-term and other investments 750 1,359 6,170 3,217 1,223
Total debt 9,964 9,070 9,635 10,409 12,371
Customer financing assets 3,570 3,561 3,971 4,420 4,772
Shareholders’ equity 6,335 8,665 14,875 5,867 3,515
Common shares outstanding (in millions) 666.6 706.7 747.4 755.6 744.7
Contractual Backlog:
Commercial Airplanes $431,408 $440,118 $372,980 $317,287 $293,303
Boeing Military Aircraft 20,019 21,119 23,580 27,878 22,091
Network & Space Systems 7,368 8,935 9,832 10,078 9,429
Global Services & Support 17,800 16,920 16,269 17,112 14,834
Total Defense, Space & Security 45,187 46,974 49,681 55,068 46,354
Total contractual backlog $476,595 $487,092 $422,661 $372,355 $339,657
Cash dividends have been paid on common stock every year since 1942.
(1)
Prior year balances of deferred tax assets/(liabilities) have been revised to reflect current year presentation. See Note 4 to our Consolidated
Financial Statements.
18

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Consolidated Results of Operations and Financial Condition
Overview
We are a global market leader in design, development, manufacture, sale, service and support of
commercial jetliners, military aircraft, satellites, missile defense, human space flight and launch systems
and services. We are one of the two major manufacturers of 100+ seat airplanes for the worldwide
commercial airline industry and one of the largest defense contractors in the U.S. While our principal
operations are in the U.S., we conduct operations in many countries and rely on an extensive network of
international partners, key suppliers and subcontractors.
Our strategy is centered on successful execution in healthy core businesses – Commercial Airplanes and
Defense, Space & Security (BDS) – supplemented and supported by Boeing Capital (BCC). Taken together,
these core businesses have historically generated substantial earnings and cash flow that permit us to
invest in new products and services. We focus on producing the products and providing the services that
the market demands and we price our products and services to provide a fair return for our shareholders
while continuing to find new ways to improve efficiency and quality. Commercial Airplanes is committed
to being the leader in commercial aviation by offering airplanes and services that deliver superior design,
efficiency and value to customers around the world. BDS integrates its resources in defense, intelligence,
communications, security, space and services to deliver capability-driven solutions to its customers at
reduced costs. Our BDS strategy is to leverage our core businesses to capture key next-generation
programs while expanding our presence in adjacent and international markets, underscored by an intense
focus on growth and productivity. Our strategy also benefits us as the cyclicality of commercial and defense
markets sometimes offset. BCC facilitates, arranges, structures and provides selective financing solutions
for our Boeing customers.
Consolidated Results of Operations
Earnings From Operations and Core Operating Earnings (Non-GAAP) The following table summarizes
key indicators of consolidated results of operations:

Years ended December 31, 2015 2014 2013
Revenues $96,114 $90,762 $86,623
GAAP
Earnings from operations 7,443 7,473 6,562
Operating margins 7.7% 8.2% 7.6%
Effective income tax rate 27.7% 23.7% 26.4%
Net earnings $5,176 $5,446 $4,585
Diluted earnings per share $7.44 $7.38 $5.96
Non-GAAP (1)
Core operating earnings $7,741 $8,860 $7,876
Core operating margin 8.1% 9.8% 9.1%
Core earnings per share $7.72 $8.60 $7.07
(1)
These measures exclude certain components of pension and other postretirement benefit expense.
See page 43 for important information about these non-GAAP measures and reconciliations to the
most comparable GAAP measures.
19

Revenues
The following table summarizes Revenues:
(Dollars in millions)
Commercial Airplanes $66,048 $59,990 $52,981
Boeing Capital 413 416 408
Unallocated items, eliminations and other (735) (525) 37
Total $96,114 $90,762 $86,623
Revenues in 2015 increased by $5,352 million or 6% compared with 2014. Commercial Airplanes revenues
increased by $6,058 million or 10% due to higher new airplane deliveries and mix. BDS revenues decreased
by $493 million or 2% due to lower revenues in all three segments. Revenues in 2014 increased by $4,139
million or 5% compared with 2013. Commercial Airplanes revenues increased by $7,009 million primarily
due to higher new airplane deliveries. BDS revenues decreased by $2,316 million due to lower revenues
in all three segments. The changes in unallocated items, eliminations and other in 2015, 2014 and 2013
primarily reflect the timing of eliminations for intercompany aircraft deliveries.
Earnings From Operations
The following table summarizes Earnings from operations:
Unallocated pension and other postretirement benefit expense (298) (1,387) (1,314)
Other unallocated items and eliminations (740) (776) (1,261)
Earnings from operations (GAAP) $7,443 $7,473 $6,562
Unallocated pension and other postretirement benefit expense 298 1,387 1,314
Core operating earnings (Non-GAAP) $7,741 $8,860 $7,876
Earnings from operations in 2015 decreased by $30 million compared with 2014 primarily reflecting a
fourth quarter charge of $885 million related to the 747 program at Commercial Airplanes and higher
charges of $410 million related to the USAF KC-46A Tanker recorded by Commercial Airplanes and our
Boeing Military Aircraft (BMA) segment, partially offset by lower unallocated pension and other
postretirement benefit expense of $1,089 million.
Earnings from operations in 2014 increased by $911 million compared with 2013 primarily reflecting higher
earnings at Commercial Airplanes of $616 million and lower unallocated items and eliminations of $485
million. The decrease in unallocated items is due to the A-12 litigation settlement of $406 million which
was recorded in 2013 and lower 2014 deferred compensation of $194 million. The A-12 aircraft litigation
settlement resulted in the Company recording a $406 million pre-tax charge in 2013, which consisted of
writing-off A-12 inventory, recorded as cost of sales, and providing three EA-18G Growlers at no cost to
the U.S. Navy, recorded as a reduction in revenues.
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During the second quarter of 2015 and of 2014, we recorded reach-forward losses of $835 million and
$425 million on the USAF KC-46A Tanker contract. $513 million of the 2015 charge was recorded at
Commercial Airplanes and $322 million at our BMA segment. $238 million of the 2014 charge was recorded
at Commercial Airplanes and $187 million at our BMA segment.
Core operating earnings in 2015 decreased by $1,119 million compared with 2014 primarily due to the
2015 747 charge and higher USAF KC-46A Tanker charges. Core operating earnings in 2014 increased
by $984 million compared with 2013 primarily reflecting higher earnings at Commercial Airplanes and the
2013 A-12 charge.
Unallocated Items, Eliminations and Other The most significant items included in Unallocated items,
eliminations and other are shown in the following table:
Share-based plans ($76) ($67) ($95)
Deferred compensation (63) (44) (238)
Eliminations and other (601) (665) (522)
Litigation settlements (406)
Sub-total (included in core operating earnings*) (740) (776) (1,261)
Pension (421) (1,469) (1,374)
Postretirement 123 82 60
Pension and other postretirement benefit expense
(excluded from core operating earnings*) (298) (1,387) (1,314)
Total unallocated items, eliminations and other ($1,038) ($2,163) ($2,575)
* Core operating earnings is a Non-GAAP measure that excludes certain components of pension and other
postretirement benefit expense. See page 43.
Deferred compensation expense increased by $19 million in 2015 and decreased by $194 million in 2014,
primarily driven by changes in broad stock market conditions and our stock price.
Eliminations and other unallocated expense decreased by $64 million in 2015 primarily due to the timing
of the elimination of profit on intercompany aircraft deliveries and expense allocations. The increase of
$143 million in 2014 was primarily due to insurance recoveries which were recorded in the third quarter
of 2013.
Litigation settlements include the 2013 charge of $406 million related to the settlement of the A-12 litigation.
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Net periodic benefit cost related to pension totaled $2,786 million, $2,208 million and $3,449 million in
2015, 2014 and 2013, respectively. The components of net periodic benefit cost are shown in the following
table:
Pension
Service cost $1,764 $1,661 $1,886
Interest cost 2,990 3,058 2,906
Expected return on plan assets (4,031) (4,169) (3,874)
Amortization of prior service costs 196 177 196
Recognized net actuarial loss 1,577 1,020 2,231
Settlement/curtailment/other losses 290 461 104
Net periodic benefit cost $2,786 $2,208 $3,449
The increase in 2015 net periodic benefit cost related to pension is primarily due to $557 million of higher
amortization of actuarial losses due to lower discount rates. The decrease in 2014 is primarily due to lower
amortization of actuarial losses due to higher discount rates which more than offset higher 2014 curtailment
charges.
A portion of net periodic benefit cost is recognized in Earnings from operations in the period incurred and
the remainder is included in inventory at the end of the reporting period and recorded in Earnings from
operations in subsequent periods. Costs are allocated to the business segments as described in Note 21.
Net periodic benefit costs included in Earnings from operations were as follows:
(Dollars in millions) Pension

Allocated to business segments ($1,945) ($1,746) ($1,662)
Unallocated items, eliminations and other (421) (1,469) (1,374)
Total ($2,366) ($3,215) ($3,036)
Unallocated pension expense recognized in earnings decreased by $1,048 million in 2015 primarily due
to lower amortization of pension costs capitalized as inventory in prior years and lower curtailment charges
in 2015. Unallocated pension expense in 2014 reflects pension charges of $395 million, primarily for
pension curtailment costs.
Other Earnings Items
Earnings from operations $7,443 $7,473 $6,562
Other (loss)/income, net (13) (3) 56
Interest and debt expense (275) (333) (386)
Earnings before income taxes 7,155 7,137 6,232
Income tax expense (1,979) (1,691) (1,646)
Net earnings from continuing operations $5,176 $5,446 $4,586
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Interest and debt expense decreased by $58 million in 2015 as a result of higher interest capitalized on
construction in progress. Interest and debt expense decreased by $53 million in 2014 as a result of lower
weighted average debt balances.
Our effective income tax rates were 27.7%, 23.7% and 26.4% for the years ended December 31, 2015,
2014 and 2013, respectively. Our 2015 effective tax rate was higher than 2014 primarily due to tax benefits
of $524 million recorded in the second quarter of 2014 related to tax basis adjustments and settlement of
the 2007 - 2010 federal tax audits. Our 2014 effective tax rate was lower than 2013 primarily due to the
tax benefits of $524 million recorded in the second quarter of 2014.
For additional discussion related to Income Taxes, see Note 4 to our Consolidated Financial Statements.
Total Costs and Expenses (“Cost of Sales”)
Cost of sales, for both products and services, consists primarily of raw materials, parts, sub-assemblies,
labor, overhead and subcontracting costs. Our Commercial Airplanes segment predominantly uses
program accounting to account for cost of sales and BDS predominantly uses contract accounting. Under
program accounting, cost of sales for each commercial airplane program equals the product of (i) revenue
recognized in connection with customer deliveries and (ii) the estimated cost of sales percentage applicable
to the total remaining program. Under contract accounting, the amount reported as cost of sales is
determined by applying the estimated cost of sales percentage to the amount of revenue recognized.
The following table summarizes cost of sales:
Years ended December 31, 2015 2014 Change 2014 2013 Change
Cost of sales $82,088 $76,752 $5,336 $76,752 $73,268 $3,484
Cost of sales as a % of
revenues 85.4% 84.6% 0.8% 84.6% 84.6% 0.0%
Cost of sales in 2015 increased by $5,336 million, or 7%, compared with the same period in 2014, primarily
driven by the $5,352 million, or 6%, increase in revenues. Cost of sales at Commercial Airplanes increased
by $6,846 million, or 14%, primarily driven by the 10% increase in revenues. Cost of sales at BDS decreased
by $252 million, or 1%, primarily due to the 2% reduction in revenues. Cost of sales as a percentage of
revenue was approximately 85.4% in 2015 compared with 84.6% in 2014 primarily driven by the 2015 747
charge and higher KC-46A Tanker charges. Cost of sales in 2014 increased by $3,484 million, or 5%,
compared with the same period in 2013, primarily driven by the increase in revenue. Cost of sales at
Commercial Airplanes increased by $6,265 million, or 14%, primarily driven by the 13% increase in
revenues. Cost of sales at BDS decreased by $2,085 million, or 8%, primarily due to the 7% reduction in
revenues.
Research and Development The following table summarizes our Research and development expense:
Defense, Space & Security 986 1,158 1,215
Other 5 8 49
Total $3,331 $3,047 $3,071
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Research and development expense in 2015 increased by $284 million compared to 2014 primarily due
to higher 777X spending at Commercial Airplanes which more than offset lower spending at BDS. Research
and development expense in 2014 decreased by $24 million compared to 2013. In 2014, Commercial
Airplanes spending increased on 777X, 787-10 and 737 MAX, partially offset by lower spending on the
787-9.
Backlog
Our backlog at December 31 was as follows:
(Dollars in millions) 2015 2014 2013

Contractual Backlog:
Boeing Military Aircraft 20,019 21,119 23,580
Network & Space Systems 7,368 8,935 9,832
Global Services & Support 17,800 16,920 16,269
Total Defense, Space & Security 45,187 46,974 49,681
Total contractual backlog $476,595 $487,092 $422,661
Unobligated backlog $12,704 $15,299 $18,267
Contractual backlog of unfilled orders excludes purchase options, announced orders for which definitive
contracts have not been executed, and unobligated U.S. and non-U.S. government contract funding. The
decrease in contractual backlog at December 31, 2015 compared with December 31, 2014 was primarily
due to deliveries in excess of net orders. The increase in contractual backlog at December 31, 2014
compared with December 31, 2013 was primarily due to commercial airplane orders and reclassifications
from unobligated backlog related to incremental funding. The increase was partially offset by commercial
airplane deliveries and revenues recognized on awarded contracts.
Unobligated backlog includes U.S. and non-U.S. government definitive contracts for which funding has
not been authorized. The decreases in unobligated backlog in 2015 and 2014 were primarily due to
reclassifications to contractual backlog related to incremental funding for BDS contracts, partially offset
by contract awards.
Additional Considerations
KC-46A Tanker In 2011, we were awarded a contract from the U.S. Air Force (USAF) to design, develop,
manufacture and deliver four next generation aerial refueling tankers. The KC-46A Tanker is a derivative
of our 767 commercial aircraft. This Engineering, Manufacturing and Development (EMD) contract is a
fixed-price incentive fee contract valued at $4.9 billion and involves highly complex designs and systems
integration. We have also begun work on low rate initial production (LRIP) aircraft for the USAF. The USAF
is expected to authorize two low rate initial production lots in 2016 for a total of 19 aircraft, subject to
satisfactory progress being made on the EMD contract.
In second quarter 2014, we recorded a reach-forward loss of $425 million on the EMD contract. In second
quarter 2015, we recorded an additional reach-forward loss of $835 million. $513 million of this loss was
recorded at our Commercial Airplanes segment and the remaining $322 million was recorded in our BMA
segment. The $835 million loss includes $670 million related to the EMD contract and $165 million related
to LRIP aircraft. The reach-forward loss on the EMD contract was driven primarily by design changes
required in the aircraft fuels and aerial refueling systems which were identified as we prepared for and
conducted ground and flight testing. Other costs include additional qualification and certification testing
as well as investments that will enable us to meet our delivery commitments in 2017. The reach-forward
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loss related to LRIP aircraft was primarily driven by increased manufacturing complexity resulting from
design changes. As with any development program, this program remains subject to additional reach-
forward losses if we experience technical or quality issues, schedule delays or increased costs.
We continue to expect to meet our commitment to deliver 18 fully operational aircraft to the customer by
August 2017. The contract contains production options for both LRIP aircraft and full rate production
aircraft. If all options under the contract are exercised, we expect to deliver 179 aircraft for a total expected
contract value of approximately $30 billion.
Russia/Ukraine We continue to monitor political unrest involving Russia and Ukraine, where we and some
of our suppliers source titanium products and/or have operations. A number of our commercial customers
also have operations in Russia and Ukraine. To date, we have not experienced any significant disruptions
to production or deliveries. Should suppliers or customers experience disruption, our production and/or
deliveries could be materially impacted.
Export-Import Bank of the United States Many of our non-U.S. customers finance purchases through
the Export-Import Bank of the United States. Following the expiration of the bank’s charter on June 30,
2015, the bank’s charter was reauthorized in December 2015. The bank is now authorized through
September 30, 2019. However, until the U.S. Senate confirms members sufficient to reconstitute a quorum
of the bank’s board of directors, the bank will not be able to approve any transaction totaling more than
$10 million. As a result, we may fund additional commitments and/or enter into new financing arrangements
with customers. Certain of our non-U.S. customers also may seek to delay purchases if they cannot obtain
financing at reasonable costs, and there may be further impacts with respect to future sales campaigns
involving non-U.S. customers. We continue to work with our customers to mitigate risks associated with
the lack of a quorum of the bank’s board of directors and assist with alternative third party financing sources.
Segment Results of Operations and Financial Condition
Commercial Airplanes
Business Environment and Trends
Airline Industry Environment Global economic activity and global trade, which are the primary drivers
of the demand for air travel, grew below the long-term average for the fourth year in a row in 2015. Despite
this, passenger traffic continued to grow more than 5%, as it has every year since 2010, and accelerated
to more than 6% in 2015. While growth was strong across all major world regions, there continues to be
significant variation between regions and airline business models. Airlines operating in the Middle East
and Asia Pacific regions as well as low-cost-carriers globally are currently leading passenger growth.
Air cargo traffic grew at 5% in the first quarter and 3% in the second quarter of 2015 compared with the
same periods in 2014. However, weaker global industrial production and world trade resulted in little to no
cargo traffic growth during the remainder of the year. The slowing air cargo market recovery has resulted
in reduced orders and demand for new freighter aircraft and freighter conversions, and in January 2016,
we announced plans to further reduce production rates on the 747 program.
Airline financial performance also plays a role in the demand for new capacity. Airlines continue to focus
on increasing revenue through alliances, partnerships, new marketing initiatives, and effective leveraging
of ancillary services and related revenues. Airlines are also relentlessly focusing on reducing costs by
renewing fleets to leverage more efficient airplanes and in 2015 benefited significantly from lower fuel
costs. Net profits for the global airline industry are estimated to total $33 billion in 2015 compared to $17
billion in 2014. We expect airline profits to continue to grow in 2016, driven by strong passenger demand
and relatively low oil prices.
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The long-term outlook for the industry continues to remain positive due to the fundamental drivers of air
travel growth: economic growth and the increasing propensity to travel due to increased trade, globalization,
and improved airline services driven by liberalization of air traffic rights between countries. Our 20-year
forecast projects a long-term average growth rate of 4.9% per year for passenger traffic and 4.2% for cargo
traffic. Based on long-term global economic growth projections of 3.1% average annual GDP growth, and
factoring in increased utilization of the worldwide airplane fleet and requirements to replace older airplanes,
we project a $5.6 trillion market for approximately 38,000 new airplanes over the next 20 years.
The industry remains vulnerable to near-term exogenous developments including fuel price spikes, credit
market shocks, terrorism, natural disasters, conflicts, epidemics and increased global environmental
regulations.
Industry Competitiveness The commercial jet airplane market and the airline industry remain extremely
competitive. Market liberalization in Europe and Asia is enabling low-cost airlines to continue gaining
market share. These airlines are increasing the pressure on airfares. This results in continued cost
pressures for all airlines and price pressure on our products. Major productivity gains are essential to
ensure a favorable market position at acceptable profit margins.
Continued access to global markets remains vital to our ability to fully realize our sales potential and long-
term investment returns. Approximately 11% of Commercial Airplanes’ contractual backlog, in dollar terms,
is with U.S. airlines, including cargo carriers.
We face aggressive international competitors who are intent on increasing their market share. They offer
competitive products and have access to most of the same customers and suppliers. With government
support, Airbus has historically invested heavily to create a family of products to compete with ours. Regional
jet makers Embraer and Bombardier, coming from the less than 100-seat commercial jet market, continue
to develop larger and increasingly capable airplanes. Additionally, other competitors from Russia, China
and Japan are developing commercial jet aircraft in the market above 90 seats. Many of these competitors
have historically enjoyed access to government-provided financial support, including “launch aid,” which
greatly reduces the commercial risks associated with airplane development activities and
enables airplanes to be brought to market more quickly than otherwise possible. This market environment
has resulted in intense pressures on pricing and other competitive factors, and we expect these pressures
to continue or intensify in the coming years.
Worldwide, airplane sales are generally conducted in U.S. dollars. Fluctuating exchange rates affect the
profit potential of our major competitors, all of whom have significant costs in other currencies. Changes
in value of the U.S. dollar relative to their local currencies impact competitors’ revenues and profits. Many
competitors are expected to benefit from the strong U.S. dollar experienced in 2015 and ongoing
improvements in efficiency, which may result in funding product development, gaining market share through
pricing and/or improving earnings.
We are focused on improving our processes and continuing cost-reduction efforts. We continue to leverage
our extensive customer support services network which includes aviation support, spare parts, training,
maintenance documents and technical advice for airlines throughout the world. This enables us to provide
a high level of customer satisfaction and productivity. These efforts enhance our ability to pursue pricing
strategies that enable us to price competitively.
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Results of Operations
Revenues $66,048 $59,990 $52,981
% of total company revenues 69% 66% 61%
Research and development $2,340 $1,881 $1,807
Contractual backlog $431,408 $440,118 $372,980
Unobligated backlog $216 $360 $660
Revenues
Commercial Airplanes revenues increased by $6,058 million or 10% in 2015 compared with 2014 and by
$7,009 million or 13% in 2014 compared with 2013 primarily due to higher new airplane deliveries and
mix.
Commercial Airplanes deliveries as of December 31 were as follows:
737 * 747 † 767 777 787 † Total

2015
Cumulative deliveries 5,713 1,519 1,083 1,361 363
(15) (3)
Deliveries 495 18 16 98 135 762
2014
(15) (3)
Deliveries 485 19 6 99 114 723
2013
(8) (1)
Deliveries 440 24 21 98 65 648
* Intercompany deliveries identified by parentheses

† Aircraft accounted for as revenues by Commercial Airplanes and as operating leases in
consolidation identified by parentheses
Earnings from operations in 2015 decreased by $1,254 million or 20% compared with 2014 primarily due
to higher reach-forward losses of $1,160 million and higher research and development spending of $459
million, largely on the 777X, which more than offset higher new airplane deliveries and mix. During the
fourth quarter of 2015 we recorded a charge of $885 million to recognize a reach-forward loss on the 747
program. In addition, we recorded reach-forward losses on the USAF KC-46A Tanker contract of $513
million in the second quarter of 2015 and $238 million in the second quarter of 2014. Operating margins
in 2015 decreased primarily due to additional reach-forward losses, higher research and development
expense and the dilutive impact of 787 volume and mix.
Earnings from operations in 2014 increased by $616 million or 11% compared with 2013. The increase in
earnings is primarily due to higher earnings of $947 million driven by higher new airplane deliveries and
commercial aviation services revenue growth. This earnings increase was partially offset by a reach-
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forward loss of $238 million recorded in the second quarter of 2014 related to the USAF KC-46A Tanker
contract and higher research and development expense of $74 million. The increase in research and
development reflects higher spending on the 777X, 787-10 and 737 MAX, which more than offset lower
787-9 spending. Operating margins decreased from 10.9% in 2013 to 10.7% in 2014 primarily due to the
dilutive impact of 747 and 787 deliveries and the USAF KC-46A Tanker reach-forward loss.
Backlog
Firm backlog represents orders for products and services where no contingencies remain before we and
the customer are required to perform. Backlog does not include prospective orders where customer
controlled contingencies remain, such as the customers receiving approval from their Board of Directors,
shareholders or government and completing financing arrangements. All such contingencies must be
satisfied or have expired prior to recording a new firm order even if satisfying such conditions is highly
certain. Firm orders exclude options. A number of our customers may have contractual remedies that may
be implicated by program delays. We continue to address customer claims and requests for other
contractual relief as they arise. However, once orders are included in firm backlog, orders remain in backlog
until canceled or fulfilled, although the value of orders is adjusted as changes to price and schedule are
agreed to with customers.
The decrease in contractual backlog during 2015 was due to deliveries in excess of net orders. The increase
in contractual backlog during 2014 was due to net orders in excess of deliveries. The decrease in
unobligated backlog during 2015 and 2014 was primarily due to the reclassification from unobligated to
contractual backlog related to incremental funding of the existing multi-year contract for Commercial
Airplanes’ share of the USAF KC-46A Tanker contract.
Accounting Quantity The accounting quantity is our estimate of the quantity of airplanes that will be
produced for delivery under existing and anticipated contracts. The determination of the accounting quantity
is limited by the ability to make reasonably dependable estimates of the revenue and cost of existing and
anticipated contracts. It is a key determinant of the gross margins we recognize on sales of individual
airplanes throughout a program’s life. Estimation of each program’s accounting quantity takes into account
several factors that are indicative of the demand for that program, including firm orders, letters of intent
from prospective customers and market studies. We review our program accounting quantities quarterly.
The accounting quantity for each program may include units that have been delivered, undelivered units
under contract, and units anticipated to be under contract in the reasonable future (anticipated orders). In
developing total program estimates, all of these items within the accounting quantity must be considered.
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The following table provides details of the accounting quantities and firm orders by program as of
December 31. Cumulative firm orders represent the cumulative number of commercial jet aircraft deliveries
plus undelivered firm orders.
Program
737 747** 767 777 777X 787
2015
Program accounting quantities 8,400 1,574 1,147 1,650 * 1,300
Undelivered units under firm orders 4,392 20 80 218 306 779
Cumulative firm orders 10,105 1,539 1,163 1,579 306 1,142
2014
2013
* The accounting quantity for the 777X will be determined in the year of first airplane delivery, targeted for
2020.
** At December 31, 2015, undelivered 747 units under firm orders include a number of aircraft that are
being remarketed.
Program Highlights
737 Program The accounting quantity for the 737 program increased by 600 units during 2015 due to the
program’s normal progress of obtaining additional orders and delivering airplanes. We are currently
producing at a rate of 42 per month and plan an additional increase to 47 per month in 2017. We plan to
further increase the rate to 52 per month in 2018 and to 57 per month in 2019. First delivery of the 737
MAX is expected in 2017.
747 Program Lower-than-expected demand for large commercial passenger and freighter aircraft and
slower-than-expected growth of global freight traffic have resulted in market uncertainties, ongoing pricing
pressures and fewer orders than anticipated. During the second half of 2015, the cargo market recovery
slowed, and in January 2016, we announced a plan to further reduce the production rate to 0.5 per month
as well as recognize a reach-forward loss of $885 million on the program. The charge, which was recorded
during the fourth quarter of 2015, is primarily related to lower anticipated revenues reflecting ongoing
pricing and market pressures, as well as higher estimated costs due to the reduced production rate. We
are currently producing at a rate of 1.3 per month with plans to reduce the rate to 1.0 per month in March
2016, further reduce the rate to 0.5 per month in September 2016 and then return to 1.0 per month in
2019. We have a number of completed aircraft in inventory as well as unsold production positions and we
remain focused on obtaining additional orders and implementing cost-reduction efforts. If we are unable
to obtain sufficient orders in 2016 and/or market, production and other risks cannot be mitigated, the
program could face an additional reach-forward loss that may be material.
program's progress of obtaining additional orders and delivering airplanes. The 767 assembly line includes
a 767 derivative to support the tanker program. We are currently producing at a combined tanker and
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commercial production rate of 1.5 per month and plan to increase to 2 per month in 2016. We plan to
further increase the rate to 2.5 per month in the fourth quarter of 2017.
program’s normal progress of obtaining additional orders and delivering airplanes. We are currently
producing at a rate of 8.3 per month and plan to reduce the rate to 7 per month in 2017. In the fourth
quarter of 2013, we launched the 777X, which features a new composite wing, new engines and folding
wing-tips. The 777X will have a separate program accounting quantity, which will be determined in the
year of first airplane delivery, targeted for 2020.
787 Program We continue to produce at a rate of 10 per month and plan for rate increases to 12 per
month in 2016 and 14 per month by the end of the decade. First delivery of the 787-10 derivative aircraft
is targeted for 2018. The accounting quantity of 1,300 units remains unchanged.
We remain focused on increasing the production rate to 12 per month in 2016 and improving productivity.
We continue to monitor and address challenges associated with aircraft production and assembly for both
the 787-8 and 787-9, including management of our manufacturing operations and extended global supply
chain, completion and integration of traveled work, as well as completing and delivering early build aircraft.
In addition, we continue to work with our customers and suppliers to assess the specific impacts of schedule
changes, including requests for contractual relief related to delivery delays and supplier assertions.
During 2009, we concluded that the first three flight-test 787 aircraft could not be sold as previously
anticipated due to the inordinate amount of rework and unique and extensive modifications made to those
aircraft. As a result, costs associated with these airplanes were included in research and development
expense. Based on sales activity and market interest we continue to believe that the remaining 787 flight-
test aircraft are commercially saleable and we continue to include costs related to these aircraft in program
inventory. However, there is risk that we may be unable to sell these aircraft. If we determine that any of
the remaining flight-test aircraft cannot be sold, we would incur additional material charges related to the
reclassification of costs associated with those aircraft to research and development expense.
The combination of production challenges, change incorporation on early build aircraft, schedule delays,
customer and supplier impacts and changes to price escalation factors has created significant pressure
on program profitability and we continue to have near breakeven gross margins. If risks related to these
challenges, together with risks associated with planned production rate increases, or introducing or
manufacturing the 787-10 derivative as scheduled cannot be mitigated, the program could face additional
customer claims and/or supplier assertions, further pressures on program profitability and/or a reach-
forward loss. We continue to implement mitigation plans and cost-reduction efforts to improve program
profitability and address program risks.
Fleet Support We provide the operators of our commercial airplanes with assistance and services to
facilitate efficient and safe airplane operation. Collectively known as fleet support services, these activities
and services begin prior to airplane delivery and continue throughout the operational life of the airplane.
They include flight and maintenance training, field service support, engineering services, information
services and systems and technical data and documents. The costs for fleet support are expensed as
incurred and have historically been approximately 1.5% of total consolidated costs of products and services.
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Program Development The following chart summarizes the time horizon between go-ahead and planned
initial delivery for major Commercial Airplanes derivatives and programs.
Reflects models in development during 2015
We launched the 787-10 in June 2013 and the 777X in November 2013.
The development and ongoing production of commercial aircraft is extremely complex, involving extensive
coordination and integration with suppliers and highly-skilled labor from thousands of employees and other
partners. Meeting or exceeding our performance and reliability standards, as well as those of customers
and regulators, can be costly and technologically challenging. In addition, the introduction of new aircraft
and derivatives, such as the 787-10, 737 MAX and 777X, involves increased risks associated with meeting
development, production and certification schedules. As a result, our ability to deliver aircraft on time,
satisfy performance and reliability standards and achieve or maintain, as applicable, program profitability
is subject to significant risks. Factors that could result in lower margins (or a material charge if an airplane
program has or is determined to have reach-forward losses) include the following: changes to the program
accounting quantity, customer and model mix, production costs and rates, changes to price escalation
factors due to changes in the inflation rate or other economic indicators, performance or reliability issues
involving completed aircraft, capital expenditures and other costs associated with increasing or adding
new production capacity, learning curve, additional change incorporation, achieving anticipated cost
reductions, flight test and certification schedules, costs, schedule and demand for new airplanes and
derivatives and status of customer claims, supplier assertions and other contractual negotiations. While
we believe the cost and revenue estimates incorporated in the consolidated financial statements are
appropriate, the technical complexity of our airplane programs creates financial risk as additional
completion costs may become necessary or scheduled delivery dates could be extended, which could
trigger termination provisions, order cancellations or other financially significant exposure.
Defense, Space & Security
United States Government Defense Environment Overview The enactment of The Bipartisan Budget
Act of 2015 in November 2015 established overall defense spending levels for FY2016 and FY2017.
However, uncertainty remains with respect to levels of defense spending for FY2018 and beyond, including
risk of future sequestration cuts. Significant uncertainty also continues with respect to program-level
appropriations for the U.S. Department of Defense (U.S. DoD) and other government agencies, including
the National Aeronautics and Space Administration, within the overall budgetary framework described
above. Future budget cuts, including cuts mandated by sequestration, or future procurement decisions
associated with the authorization and appropriations process could result in reductions, cancellations and/
or delays of existing contracts or programs. Any of these impacts could have a material effect on the results
of the Company’s operations, financial position and/or cash flows.
In addition to the risks described above, if Congress is unable to pass appropriations bills in a timely
manner, a government shutdown could result which may have impacts above and beyond those resulting
from budget cuts, sequestration impacts or program-level appropriations. For example, requirements to
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furlough employees in the U.S. DoD or other government agencies could result in payment delays, impair
our ability to perform work on existing contracts, and/or negatively impact future orders.
International Environment Overview The international market continues to be driven by complex and
evolving security challenges and the need to modernize aging equipment and inventories. BDS expects
that it will continue to have a wide range of international opportunities across Asia, Europe and the Middle
East given the diverse regional threats.
Revenues $30,388 $30,881 $33,197
Since our operating cycle is long-term and involves many different types of development and production
contracts with varying delivery and milestone schedules, the operating results of a particular year, or year-
to-year comparisons of revenues, earnings and backlog may not be indicative of future operating results.
In addition, depending on the customer and their funding sources, our orders might be structured as annual
follow-on contracts, or as one large multi-year order or long-term award. As a result, period-to-period
comparisons of backlog are not necessarily indicative of future workloads. The following discussions of
comparative results among periods should be viewed in this context.
Deliveries of units for new-build production aircraft, including remanufactures and modifications, were as
follows:

F/A-18 Models 35 44 48
F-15 Models 12 14 14
C-17 Globemaster III 5 7 10
CH-47 Chinook (New) 41 54 44
CH-47 Chinook (Renewed) 16 14
AH-64 Apache (New) 23 45 37
AH-64 Apache (Remanufactured) 38 37 45
P-8 Models 14 11 11
AEW&C 1 3
C-40A 1 1
Total 186 216 223
32

Revenues
BDS revenues in 2015 decreased by $493 million compared with 2014 due to lower revenues in all three
segments. BDS revenues in 2014 decreased by $2,316 million compared with 2013 primarily due to lower
revenues of $1,775 million in the BMA segment and lower revenues of $509 million in the Network & Space
Systems (N&SS) segment.
BDS earnings from operations in 2015 increased by $141 million compared with 2014 due to higher
earnings in all three segments. Included above are net favorable cumulative contract catch-up adjustments,
which were $49 million lower in 2015 compared with 2014, primarily reflecting higher charges of $135
million on the USAF KC-46A Tanker contract recorded at BMA which more than offset higher favorable
adjustments in the Global Services & Support (GS&S) segment.
BDS earnings from operations in 2014 decreased by $102 million compared with 2013 due to lower earnings
of $200 million and $21 million in the BMA and N&SS segments, partially offset by higher earnings of $119
million in the GS&S segment. Included above are net favorable cumulative contract catch-up adjustments,
which were $96 million higher in 2014 compared with 2013, primarily reflecting higher favorable adjustments
in the GS&S segment.
Backlog
Total backlog is comprised of contractual backlog, which represents work we are on contract to perform
for which we have received funding, and unobligated backlog, which represents work we are on contract
to perform for which funding has not yet been authorized and appropriated. BDS total backlog was $57,675
million at December 31, 2015, reflecting a decrease of 7% from December 31, 2014. BDS total backlog
was $61,913 million at December 31, 2014, reflecting a decrease of 8% from December 31, 2013. For
further details on the changes between periods, refer to the discussions of the individual segments below.
Our BDS business includes a variety of development programs which have complex design and technical
challenges. Many of these programs have cost-type contracting arrangements. In these cases, the
associated financial risks are primarily in reduced fees, lower profit rates or program cancellation if cost,
schedule or technical performance issues arise. Examples of these programs include Ground-based
Midcourse Defense (GMD), Proprietary and Space Launch System (SLS) programs.
Some of our development programs are contracted on a fixed-price basis. Many of these programs have
highly complex designs. As technical or quality issues arise during development, we may experience
schedule delays and cost impacts, which could increase our estimated cost to perform the work or reduce
our estimated price, either of which could result in a material charge or otherwise adversely affect our
financial condition. These programs are ongoing, and while we believe the cost and fee estimates
incorporated in the financial statements are appropriate, the technical complexity of these programs creates
financial risk as additional completion costs may become necessary or scheduled delivery dates could be
extended, which could trigger termination provisions, the loss of satellite in-orbit incentive payments, or
other financially significant exposure. These programs have risk for reach-forward losses if our estimated
costs exceed our estimated contract revenues. Examples of significant fixed-price development programs
include Saudi F-15, USAF KC-46A Tanker, Commercial Crew and commercial and military satellites.
33

Boeing Military Aircraft
Revenues $13,482 $13,500 $15,275
Revenues
BMA revenues in 2015 decreased by $18 million compared with 2014 primarily due to lower revenues of
$1,083 million from fewer deliveries and mix on the F/A-18, Apache and V-22 programs, partially offset by
higher revenues related to a cumulative catch-up adjustment recorded in the third quarter of 2015 on the
F-15 program due to contract negotiations and higher milestone revenue on the USAF KC-46A Tanker
program.
BMA revenues in 2014 decreased by $1,775 million, or 12%, compared with 2013 primarily due to a
reduction of revenue of $1,730 million related to F-15 and USAF KC-46A Tanker milestones, fewer C-17
aircraft deliveries and delivery mix on the P-8 program.
BMA earnings from operations in 2015 increased by $17 million compared with 2014 primarily due to lower
C-17 charges, higher Chinook deliveries and higher earnings on the F-15 program, primarily due to a
cumulative catch-up adjustment recorded in the third quarter of 2015. These increases were partially offset
by higher charges of $135 million on the USAF KC-46A Tanker contract and lower earnings on proprietary
programs. BMA recorded charges of $322 million in the second quarter of 2015 and $187 million in the
second quarter of 2014 related to the USAF KC-46A Tanker contract. In addition, BMA recorded a charge
of $48 million in the first quarter of 2014 to write-off inventory and accrue termination liabilities as a result
of our decision to produce three fewer C-17 aircraft in 2015 than previously planned. Net favorable
cumulative contract catch-up adjustments were $96 million lower in 2015 than in 2014 primarily driven by
the USAF KC-46A Tanker charges and lower favorable F/A-18 adjustments, partially offset by higher
favorable F-15 program adjustments.
BMA earnings from operations in 2014 decreased by $200 million, or 13%, compared with 2013 primarily
due to 2014 charges of $235 million and lower earnings of $73 million related to fewer deliveries on the
C-17 program. The charges recorded in 2014 included $187 million related to the USAF KC-46A Tanker
contract and $48 million to write off inventory and accrue termination liabilities as a result of our 2014
decision to produce three fewer C-17 aircraft in 2015 than previously planned. See Note 11 to our
Consolidated Financial Statements. These decreases were partially offset by higher earnings of $65 million
related to improved performance on the F/A-18 program. In addition, in 2013, we recorded a charge of
$64 million to write off inventory and accrue termination liabilities as a result of the Republic of Korea's
announcement to restart its F-X fighter aircraft competition. Net favorable cumulative contract catch-up
adjustments were $39 million lower in 2014 than in 2013 primarily driven by the reach-forward loss on the
USAF KC-46A Tanker contract, partially offset by higher favorable adjustments to the F/A-18 and F-15
programs.
34

Backlog
BMA total backlog at December 31, 2015 was $27,170 million, a decrease of 7% reflecting revenue
recognized on contracts awarded in prior years, partially offset by contract awards for the F-15, Apache,
C-17 and F/A-18 programs. BMA total backlog at December 31, 2014 was $29,139 million, a decrease of
13% reflecting revenue recognized on contracts awarded in prior years, partially offset by contract awards
for the F/A-18, P-8 and Apache programs.
C-17 and F/A-18 See the discussion of the C-17 and F/A-18 programs in Note 11 to our Consolidated
Financial Statements.
USAF KC-46A Tanker See the discussion of the USAF KC-46A Tanker program on pages 24 – 25.
Network & Space Systems
Revenues $7,751 $8,003 $8,512
Earnings from operations $726 $698 $719
Revenues
N&SS revenues in 2015 decreased by $252 million compared with 2014 primarily due to lower revenue
of $1,061 million, primarily on satellite and proprietary programs and volume and mix of sales to our United
Launch Alliance (ULA) joint venture, partially offset by higher volume on the Commercial Crew program.
N&SS revenues in 2014 decreased by $509 million compared with 2013 primarily due to a reduction of
$812 million related to lower volume on several government satellite, Electronic and Information Solutions
(E&IS) and proprietary programs, partially offset by $257 million related to higher volume on the Commercial
Crew and SLS programs.
New-build satellite deliveries were as follows:

Commercial and civil satellites 3 5 3
Military satellites 1 4
35

N&SS earnings from operations in 2015 increased by $28 million compared with 2014 primarily due to
higher earnings of $83 million from improved performance on several E&IS programs partially offset by
lower performance on a development program. Net favorable cumulative contract catch-up adjustments
were $10 million lower in 2015 than in 2014 primarily due to higher unfavorable adjustments on commercial
satellite programs.
N&SS earnings from operations in 2014 decreased by $21 million compared with 2013 primarily due to
lower earnings of $84 million on several commercial satellite programs related to lower milestone volume,
partially offset by higher earnings of $68 million due to improved performance on several government
satellite programs and our ULA joint venture as well as higher volume on Commercial Crew during the
initial performance period. Net favorable cumulative contract catch-up adjustments were $12 million higher
in 2014 than in 2013.
N&SS earnings from operations include equity earnings of $183 million, $211 million and $171 million
primarily from our ULA joint venture in 2015, 2014 and 2013, respectively.
Backlog
N&SS total backlog was $12,347 million at December 31, 2015, reflecting a decrease of 17% from
December 31, 2014 primarily due to revenue recognized on contracts awarded in prior years, partially
offset by current year contract awards including orders from NASA for International Space Station
engineering support and Post Certification Mission 1 on the Commercial Crew program. N&SS total backlog
was $14,922 million at December 31, 2014, reflecting a decrease of 6% from December 31, 2013 primarily
due to revenue recognized on contracts awarded in prior years, partially offset by current year contract
awards for the Commercial Crew, commercial satellite and missile defense system programs.
United Launch Alliance See the discussion of Indemnifications to ULA and Financing Commitments in
Notes 6, 11, and 12 to our Consolidated Financial Statements.
Sea Launch See the discussion of the Sea Launch receivables in Note 10 to our Consolidated Financial
Statements.
LightSquared See the discussion of the LightSquared receivables in Note 5 to our Consolidated Financial
Statements.
Global Services & Support
Revenues $9,155 $9,378 $9,410
Unobligated backlog $358 $932 $1,467
36

Revenues
GS&S revenues in 2015 decreased by $223 million compared with 2014 primarily due to final AEW&C
deliveries and lower volume in several Training Systems & Government Services (TSGS) programs,
partially offset by higher volume on several Integrated Logistics (IL) programs.
GS&S revenues in 2014 decreased by $32 million compared with 2013 primarily due to lower volume of
$277 million in IL and TSGS programs. These decreases were partially offset by higher Aircraft
Modernization & Sustainment (AM&S) revenues of $245 million primarily related to deliveries of three
AEW&C Peace Eagle to Turkey in 2014.
GS&S earnings from operations in 2015 increased by $96 million compared with 2014 primarily due to
improved performance across the segment. Net favorable cumulative contract catch-up adjustments were
$57 million higher in 2015 than in 2014 primarily due to favorable F-15 program adjustments.
GS&S earnings from operations in 2014 increased by $119 million, or 12%, compared with 2013 primarily
due to an increase of $145 million related to improved performance in several MM&U programs, most
notably the AEW&C Peace Eagle contract. Net favorable cumulative contract catch-up adjustments were
$123 million higher in 2014 than in 2013 primarily due to unfavorable adjustments on the AEW&C Peace
Eagle contract in 2013.
Backlog
GS&S total backlog at December 31, 2015 was $18,158 million, an increase of 2% reflecting current year
contract awards, including C-17 support programs, Advanced Surveillance Command and Control and
F-15 support programs, partially offset by revenue recognized on contracts awarded in prior years. GS&S
total backlog at December 31, 2014 was $17,852 million, which was largely unchanged from backlog of
$17,736 million at December 31, 2013.
Boeing Capital
BCC’s gross customer financing and investment portfolio at December 31, 2015 totaled $3,459 million. A
substantial portion of BCC’s portfolio is concentrated among certain U.S. commercial airline customers.
BCC’s portfolio is also concentrated by varying degrees across Boeing aircraft product types, most notably
717 and 747-8F aircraft.
BCC provided customer financing of $586 million and $489 million during 2015 and 2014. While we may
be required to fund a number of new aircraft deliveries in 2016, we expect alternative financing will be
available at reasonable prices from broad and globally diverse sources.
Aircraft values and lease rates are impacted by the number and type of aircraft that are currently out of
service. Approximately 2,300 western-built commercial jet aircraft (9.5% of current world fleet) were parked
at the end of 2015, including both in-production and out-of-production aircraft types. Of these parked
aircraft, approximately 11% are not expected to return to service. At the end of 2014 and 2013, 9.8% and
9.2% of the western-built commercial jet aircraft were parked. Aircraft valuations could decline if significant
numbers of additional aircraft, particularly types with relatively few operators, are placed out of service.
37

Revenues $413 $416 $408
Earnings from operations $50 $92 $107
Operating margins 12% 22% 26%
Revenues
BCC segment revenues consist principally of lease income from equipment under operating lease, interest
income from financing receivables and notes, and other income. BCC’s revenues in 2015 are consistent
with 2014. BCC’s revenues in 2014 increased by $8 million compared with 2013 primarily due to higher
aircraft return condition payments of $60 million, partially offset by a decrease in finance lease income
and lower interest income.
BCC’s earnings from operations are presented net of interest expense, provision for (recovery of) losses,
asset impairment expense, depreciation on leased equipment and other operating expenses. Earnings
from operations in 2015 decreased by $42 million compared with 2014 primarily due to higher asset
impairment expense. Earnings from operations in 2014 decreased by $15 million compared with 2013 due
to $60 million increase in asset impairment expense, partially offset by a reduction in the provision for
losses on receivables, driven by a change to a customer credit rating recorded in the first quarter of 2014,
in addition to lower depreciation and interest expense.
Financial Position
The following table presents selected financial data for BCC as of December 31:
(Dollars in millions) 2015 2014

Customer financing and investment portfolio, net $3,449 $3,493
Other assets, primarily cash and short-term investments 480 615
Total assets $3,929 $4,108
Other liabilities, primarily deferred income taxes $1,099 $1,212

Debt, including intercompany loans 2,355 2,412
Equity 475 484
Total liabilities and equity $3,929 $4,108
Debt-to-equity ratio 5.0-to-1 5.0-to-1
BCC’s customer financing and investment portfolio at December 31, 2015 decreased from December 31,
2014 primarily due to normal portfolio run-off, impairments and dispositions, partially offset by the increased
volume of $586 million. At December 31, 2015 and 2014, BCC had $49 million and $48 million of assets
that were held for sale or re-lease, of which $15 million in 2015 had either signed preliminary agreements
with deposits or firm contracts to be sold or placed on lease. Additionally, aircraft subject to leases with a
carrying value of approximately $111 million are scheduled to be returned off lease during 2016. We are
seeking to remarket these aircraft or have the leases extended.
38

BCC enters into certain transactions with Boeing, reflected in Unallocated items, eliminations and other,
in the form of intercompany guarantees and other subsidies that mitigate the effects of certain credit quality
or asset impairment issues on the BCC segment.
Liquidity and Capital Resources
Cash Flow Summary
Net earnings $5,176 $5,446 $4,585
Non-cash items 2,392 2,515 2,516
Changes in working capital 1,795 897 1,078
Net cash provided by operating activities 9,363 8,858 8,179
Net cash (used)/provided by investing activities (1,846) 2,467 (5,154)
Net cash used by financing activities (7,920) (8,593) (4,249)
Effect of exchange rate changes on cash and cash equivalents (28) (87) (29)
Net (decrease)/increase in cash and cash equivalents (431) 2,645 (1,253)
Cash and cash equivalents at beginning of year 11,733 9,088 10,341
Cash and cash equivalents at end of period $11,302 $11,733 $9,088
Operating Activities Net cash provided by operating activities was $9.4 billion during 2015, compared
with $8.9 billion during 2014 and $8.2 billion in 2013. The increase of $0.5 billion in 2015 was primarily
due to lower inventory growth, partially offset by lower receipts of advances and progress billings. The
increase of $0.7 billion in 2014 was primarily due to higher customer advances which more than offset
higher gross inventory. Our investment in gross inventories decreased by $0.3 billion in 2015 primarily in
our BDS business, largely driven by ending production of C-17 aircraft, which more than offset continued
investment in commercial airplane program inventory. Our investment in gross inventories increased $7.6
billion in 2014 and $5.7 billion in 2013, largely driven by continued investment in commercial airplane
program inventory, primarily 787 inventory. Advances and progress billings increased by $0.4 billion in
2015, $6.9 billion in 2014 and $3.9 billion in 2013, primarily due to payments from Commercial Airplane
customers. Discretionary contributions to our pension plans were insignificant in 2015 compared with $0.8
billion in 2014 and $1.5 billion in 2013.
Investing Activities Cash used by investing activities was $1.8 billion during 2015 compared with $2.5
billion provided during 2014 and $5.2 billion used during 2013, largely due to changes in investments in
time deposits. Net proceeds from investments were $0.6 billion in 2015 compared with $4.8 billion in 2014
and net contributions to investments of $2.9 billion in 2013. In 2015, capital expenditures totaled $2.5
billion, up from $2.2 billion in 2014 and $2.1 billion in 2013. We expect capital expenditures in 2016 to be
consistent with 2015 due to continued investment to support growth.
Financing Activities Cash used by financing activities was $7.9 billion during 2015, a decrease of $0.7
billion compared with 2014 primarily due to higher new borrowings of $0.8 billion and lower repayments
of debt and distribution rights of $0.9 billion in 2015, which more than offset higher share repurchases of
$0.8 billion and higher dividend payments of $0.4 billion in 2015. Cash used by financing activities was
$8.6 billion during 2014, an increase of $4.3 billion compared with 2013 primarily due to higher share
repurchases of $3.2 billion, higher dividends paid of $0.6 billion and a decrease in proceeds from stock
options exercised of $0.8 billion in 2014, partially offset by higher new borrowings of $0.4 billion in 2014.
39

During 2015, we issued $1.7 billion and repaid $0.9 billion of debt. At December 31, 2015 and 2014 the
recorded balance of debt was $10.0 billion and $9.1 billion of which $1.2 billion and $0.9 billion was
classified as short-term. At December 31, 2015 and 2014 this includes $2.4 billion of debt attributable to
BCC, of which $0.5 billion and $0.1 billion was classified as short-term.
During 2015 and 2014 we repurchased 46.7 million and 46.6 million shares totaling $6.8 billion and $6.0
billion through our open market share repurchase program. In 2015 and 2014, we had 0.7 million shares
transferred to us from employees for tax withholdings. At December 31, 2015, the amount available under
the share repurchase plan, announced on December 14, 2015, totaled $14 billion.
Capital Resources We have substantial borrowing capacity. Any future borrowings may affect our credit
ratings and are subject to various debt covenants as described below. We have a commercial paper
program that continues to serve as a significant potential source of short-term liquidity. Throughout 2015
and at December 31, 2015, we had no commercial paper borrowings outstanding. Currently, we have $5.0
billion of unused borrowing capacity on revolving credit line agreements. We anticipate that these credit
lines will primarily serve as backup liquidity to support our general corporate borrowing needs.
Financing commitments totaled $16.3 billion and $16.7 billion at December 31, 2015 and 2014. We
anticipate that we will not be required to fund a significant portion of our financing commitments as we
continue to work with third party financiers to provide alternative financing to customers. Historically, we
have not been required to fund significant amounts of outstanding commitments. However, there can be
no assurances that we will not be required to fund greater amounts than historically required. In addition,
many of our non-U.S. customers finance aircraft purchases through the Export-Import Bank of the United
States. Following the expiration of the bank’s charter on June 30, 2015, the bank’s charter was reauthorized
in December 2015. The bank is now authorized through September 30, 2019. However, until the U.S.
Senate confirms members sufficient to reconstitute a quorum of the bank’s board of directors, the bank
will not be able to approve any transaction totaling more than $10 million. As a result, we may fund additional
commitments and/or enter into new financing arrangements with customers.
In the event we require additional funding to support strategic business opportunities, our commercial
aircraft financing commitments, unfavorable resolution of litigation or other loss contingencies, or other
business requirements, we expect to meet increased funding requirements by issuing commercial paper
or term debt. We believe our ability to access external capital resources should be sufficient to satisfy
existing short-term and long-term commitments and plans, and also to provide adequate financial flexibility
to take advantage of potential strategic business opportunities should they arise within the next year.
However, there can be no assurance of the cost or availability of future borrowings, if any, under our
commercial paper program, in the debt markets or our credit facilities.
At December 31, 2015 and 2014, our pension plans were $17.9 billion and $17.3 billion underfunded as
measured under GAAP. On an Employee Retirement Income Security Act (ERISA) basis our plans are
more than 100% funded at December 31, 2015 with minimal required contributions in 2016. We expect to
make contributions to our plans of approximately $0.1 billion in 2016. We may be required to make higher
contributions to our pension plans in future years.
At December 31, 2015, we were in compliance with the covenants for our debt and credit facilities. The
most restrictive covenants include a limitation on mortgage debt and sale and leaseback transactions as
a percentage of consolidated net tangible assets (as defined in the credit agreements), and a limitation
on consolidated debt as a percentage of total capital (as defined). When considering debt covenants, we
continue to have substantial borrowing capacity.
40

Contractual Obligations
The following table summarizes our known obligations to make future payments pursuant to certain
contracts as of December 31, 2015, and the estimated timing thereof.
Less
than 1 1-3 3-5 After 5
(Dollars in millions) Total year years years years
Long-term debt (including current portion) $9,922 $1,186 $996 $2,358 $5,382
Interest on debt(1) 5,580 459 849 718 3,554
Pension and other postretirement cash
requirements 14,146 640 1,718 4,222 7,566
Capital lease obligations 157 55 76 16 10
Operating lease obligations 1,529 244 405 277 603
Purchase obligations not recorded on the
Consolidated Statements of Financial Position 123,100 43,471 31,741 24,465 23,423
Purchase obligations recorded on the Consolidated
Statements of Financial Position 16,580 15,358 824 125 273
(2)
Total contractual obligations $171,014 $61,413 $36,609 $32,181 $40,811
(1)
Includes interest on variable rate debt calculated based on interest rates at December 31, 2015. Variable rate debt was 3% of
our total debt at December 31, 2015.
(2)
Excludes income tax matters. As of December 31, 2015, our net liability for income taxes payable, including uncertain tax
positions, was $1,177 million. We are not able to reasonably estimate the timing of future cash flows related to uncertain tax
positions.
Pension and Other Postretirement Benefits Pension cash requirements are based on an estimate of
our minimum funding requirements, pursuant to ERISA regulations, although we may make additional
discretionary contributions. Estimates of other postretirement benefits are based on both our estimated
future benefit payments and the estimated contributions to plans that are funded through trusts.
Purchase Obligations Purchase obligations represent contractual agreements to purchase goods or

services that are legally binding; specify a fixed, minimum or range of quantities; specify a fixed, minimum,
variable, or indexed price provision; and specify approximate timing of the transaction. Purchase obligations
include amounts recorded as well as amounts that are not recorded on the Consolidated Statements of
Financial Position.
Purchase Obligations Not Recorded on the Consolidated Statements of Financial Position

Production related purchase obligations not recorded on the Consolidated Statements of Financial Position
include agreements for inventory procurement, tooling costs, electricity and natural gas contracts, property,
plant and equipment, and other miscellaneous production related obligations. The most significant
obligation relates to inventory procurement contracts. We have entered into certain significant inventory
procurement contracts that specify determinable prices and quantities, and long-term delivery timeframes.
In addition, we purchase raw materials on behalf of our suppliers. These agreements require suppliers
and vendors to be prepared to build and deliver items in sufficient time to meet our production schedules.
The need for such arrangements with suppliers and vendors arises from the extended production planning
horizon for many of our products. A significant portion of these inventory commitments is supported by
firm contracts and/or has historically resulted in settlement through reimbursement from customers for
penalty payments to the supplier should the customer not take delivery. These amounts are also included
in our forecasts of costs for program and contract accounting. Some inventory procurement contracts may
include escalation adjustments. In these limited cases, we have included our best estimate of the effect
of the escalation adjustment in the amounts disclosed in the table above.
41

Purchase Obligations Recorded on the Consolidated Statements of Financial Position Purchase
obligations recorded on the Consolidated Statements of Financial Position primarily include accounts
payable and certain other current and long-term liabilities including accrued compensation.
Industrial Participation Agreements We have entered into various industrial participation agreements
with certain customers outside of the U.S. to facilitate economic flow back and/or technology transfer to
their businesses or government agencies as the result of their procurement of goods and/or services from
us. These commitments may be satisfied by our placement of direct work or vendor orders for supplies,
opportunities to bid on supply contracts, transfer of technology or other forms of assistance. However, in
certain cases, our commitments may be satisfied through other parties (such as our vendors) who purchase
supplies from our non-U.S. customers. We do not commit to industrial participation agreements unless a
contract for sale of our products or services is signed. In certain cases, penalties could be imposed if we
do not meet our industrial participation commitments. During 2015, we incurred no such penalties. As of
December 31, 2015, we have outstanding industrial participation agreements totaling $18.4 billion that
extend through 2030. Purchase order commitments associated with industrial participation agreements
are included in purchase obligations in the table above. To be eligible for such a purchase order commitment
from us, a foreign supplier must have sufficient capability to meet our requirements and must be competitive
in cost, quality and schedule.
Commercial Commitments
The following table summarizes our commercial commitments outstanding as of December 31, 2015.
Total Amounts
Committed/ Less
Maximum than 1-3 4-5 After 5
(Dollars in millions) Amount of Loss 1 year years years years
Standby letters of credit and surety bonds $4,968 $3,127 $1,355 $182 $304
Commercial aircraft financing commitments 16,283 2,897 6,899 4,205 2,282
Total commercial commitments $21,251 $6,024 $8,254 $4,387 $2,586
Commercial aircraft financing commitments include commitments to provide financing related to aircraft
on order, under option for deliveries or proposed as part of sales campaigns based on estimated earliest
potential funding dates. Based on historical experience, we anticipate that we will not be required to fund
a significant portion of our financing commitments. However, there can be no assurances that we will not
be required to fund greater amounts than historically required. See Note 11 to our Consolidated Financial
Statements.
Contingent Obligations
We have significant contingent obligations that arise in the ordinary course of business, which include the
following:
Legal Various legal proceedings, claims and investigations are pending against us. Legal contingencies
are discussed in Note 20 to our Consolidated Financial Statements.
Environmental Remediation We are involved with various environmental remediation activities and have
recorded a liability of $566 million at December 31, 2015. For additional information, see Note 11 to our
Consolidated Financial Statements.
Income Taxes We have $1,617 million of unrecognized tax benefits at December 31, 2015 for uncertain
tax positions. For further discussion of income taxes, see Note 4 to our Consolidated Financial Statements.
42

Off-Balance Sheet Arrangements
We are a party to certain off-balance sheet arrangements including certain guarantees. For discussion of
these arrangements, see Note 12 to our Consolidated Financial Statements.
Non-GAAP Measures
Core Operating Earnings, Core Operating Margin and Core Earnings Per Share
Our Consolidated Financial Statements are prepared in accordance with Generally Accepted Accounting
Principles in the United States of America (GAAP) which we supplement with certain non-GAAP financial
information. These non-GAAP measures should not be considered in isolation or as a substitute for the
related GAAP measures, and other companies may define such measures differently. We encourage
investors to review our financial statements and publicly-filed reports in their entirety and not to rely on
any single financial measure. Core operating earnings, core operating margin and core earnings per share
exclude the impact of certain pension and other postretirement benefit expenses that are not allocated to
business segments - see Note 21 to our Consolidated Financial Statements. Management uses core
operating earnings, core operating margin and core earnings per share for purposes of evaluating and
forecasting underlying business performance. Management believes these core earnings measures
provide investors additional insights into operational performance as unallocated pension and other
postretirement benefit cost primarily represent costs driven by market factors and costs not allocable to
U.S. government contracts.
Reconciliation of GAAP Measures to Non-GAAP Measures
The table below reconciles the non-GAAP financial measures of core operating earnings, core operating
margin and core earnings per share with the most directly comparable GAAP financial measures of earnings
from operations, operating margins and diluted earnings per share.

Revenues $96,114 $90,762 $86,623
Earnings from operations, as reported $7,443 $7,473 $6,562
Unallocated pension and other postretirement benefit expense $298 $1,387 $1,314
Core operating earnings (non-GAAP) $7,741 $8,860 $7,876
Core operating margins (non-GAAP) 8.1% 9.8% 9.1%
Diluted earnings per share, as reported $7.44 $7.38 $5.96

Unallocated pension and other postretirement benefit expense(1) $0.28 $1.22 $1.11
Core earnings per share (non-GAAP) $7.72 $8.60 $7.07
Weighted average diluted shares (in millions) 696.1 738.0 769.5
(1)
Earnings per share impact is presented net of the federal statutory rate of 35.0%.
43

Critical Accounting Policies
Contract Accounting
Contract accounting is used to determine revenue, cost of sales, and profit predominantly by our BDS
business. Contract accounting involves a judgmental process of estimating the total sales and costs for
each contract, which results in the development of estimated cost of sales percentages. For each contract,
the amount reported as cost of sales is determined by applying the estimated cost of sales percentage to
the amount of revenue recognized.
Due to the size, duration and nature of many of our contracts, the estimation of total sales and costs
through completion is complicated and subject to many variables. Total contract sales estimates are based
on negotiated contract prices and quantities, modified by our assumptions regarding contract options,
change orders, incentive and award provisions associated with technical performance, and price
adjustment clauses (such as inflation or index-based clauses). The majority of these contracts are with
the U.S. government where the price is generally based on estimated cost to produce the product or service
plus profit. Federal Acquisition Regulations provide guidance on the types of cost that will be reimbursed
in establishing contract price. Total contract cost estimates are largely based on negotiated or estimated
purchase contract terms, historical performance trends, business base and other economic projections.
Factors that influence these estimates include inflationary trends, technical and schedule risk, internal and
subcontractor performance trends, business volume assumptions, asset utilization, and anticipated labor
agreements.
Revenue and cost estimates for all significant contracts are reviewed and reassessed quarterly. Changes
in these estimates could result in recognition of cumulative catch-up adjustments to the contract’s inception
to date revenues, cost of sales and profit, in the period in which such changes are made. Changes in
revenue and cost estimates could also result in a reach-forward loss or an adjustment to a reach-forward
loss, which would be recorded immediately in earnings. For the year ended December 31, 2015, net
unfavorable cumulative catch-up adjustments, including reach-forward losses, across all contracts
decreased Earnings from operations by $224 million. For the years ended December 31, 2014 and 2013
net favorable cumulative catch-up adjustments, including reach-forward losses, across all contracts
increased Earnings from operations by $100 million and $242 million.
Due to the significance of judgment in the estimation process described above, it is likely that materially
different cost of sales amounts could be recorded if we used different assumptions or if the underlying
circumstances were to change. Changes in underlying assumptions/estimates, supplier performance, or
circumstances may adversely or positively affect financial performance in future periods. If the combined
gross margin for all contracts in BDS for all of 2015 had been estimated to be higher or lower by 1%, it
would have increased or decreased pre-tax income for the year by approximately $304 million. In addition,
a number of our fixed price development contracts are in a reach-forward loss position. Changes to
estimated losses are recorded immediately in earnings.
Program Accounting
Program accounting requires the demonstrated ability to reliably estimate the relationship of sales to costs
for the defined program accounting quantity. A program consists of the estimated number of units
(accounting quantity) of a product to be produced in a continuing, long-term production effort for delivery
under existing and anticipated contracts. The determination of the accounting quantity is limited by the
ability to make reasonably dependable estimates of the revenue and cost of existing and anticipated
contracts. For each program, the amount reported as cost of sales is determined by applying the estimated
cost of sales percentage for the total remaining program to the amount of sales recognized for airplanes
delivered and accepted by the customer.
44

Factors that must be estimated include program accounting quantity, sales price, labor and employee
benefit costs, material costs, procured part costs, major component costs, overhead costs, program tooling
and other non-recurring costs, and warranty costs. Estimation of the accounting quantity for each program
takes into account several factors that are indicative of the demand for the particular program, such as
firm orders, letters of intent from prospective customers, and market studies. Total estimated program
sales are determined by estimating the model mix and sales price for all unsold units within the accounting
quantity, added together with the sales prices for all undelivered units under contract. The sales prices for
all undelivered units within the accounting quantity include an escalation adjustment for inflation that is
updated quarterly. Cost estimates are based largely on negotiated and anticipated contracts with suppliers,
historical performance trends, and business base and other economic projections. Factors that influence
these estimates include production rates, internal and subcontractor performance trends, customer and/
or supplier claims or assertions, asset utilization, anticipated labor agreements, and inflationary or
deflationary trends.
To ensure reliability in our estimates, we employ a rigorous estimating process that is reviewed and updated
on a quarterly basis. Changes in estimates are normally recognized on a prospective basis; when estimated
costs to complete a program exceed estimated revenues from undelivered units in the accounting quantity,
a loss provision is recorded in the current period for the estimated loss on all undelivered units in the
accounting quantity.
The program method of accounting allocates tooling and other non-recurring and production costs over
the accounting quantity for each program. Because of the higher unit production costs experienced at the
beginning of a new program and substantial investment required for initial tooling and other non-recurring
costs, new commercial aircraft programs, such as the 787 program, typically have lower initial margins
than established programs. In addition, actual costs incurred for earlier units in excess of the estimated
average cost of all units in the program accounting quantity are included within program inventory as
deferred production costs. Deferred production, unamortized tooling and other non-recurring costs are
expected to be fully recovered when all units in the accounting quantity are delivered as the expected unit
cost for later deliveries is below the estimated average cost as learning curve and other improvements
are realized.
Due to the significance of judgment in the estimation process described above, it is reasonably possible
that changes in underlying circumstances or assumptions could have a material effect on program gross
margins. If the combined gross margin percentages for our commercial airplane programs had been
estimated to be 1% higher or lower it would have a similar effect on the Commercial Airplane segment’s
operating margins. For the year-ended December 31, 2015, a 1% increase or decrease in operating
margins for our Commercial Airplane segment would have a $650 million impact on operating earnings.
The 747 is in a reach-forward loss position at December 31, 2015 while the 787 program had near breakeven
margins during 2015. Absent changes in estimated revenues or costs, subsequent 747 deliveries are
recorded at zero margin. Reductions to the estimated loss in subsequent periods are spread over all
undelivered units in the accounting quantity, whereas increases to the estimated loss are recorded
immediately as an additional reach-forward loss. If we are unable to mitigate risks associated with the 747
and 787 programs, or if we are required to change one or more of our pricing, cost or other assumptions
related to these programs, we could be required to record additional reach-forward losses which could
have a material effect on our reported results.
Goodwill and Indefinite-Lived Intangible Impairments
We test goodwill for impairment by performing a qualitative assessment or using a two-step impairment
process. If we choose to perform a qualitative assessment, we evaluate economic, industry and company-
specific factors as an initial step in assessing the fair value of operations. If we determine it is more likely
than not that the carrying value of the net assets is more than the fair value of the related operations, the
45

two-step impairment process is then performed; otherwise, no further testing is required. For operations
where the two-step impairment process is used, we first compare the book value of net assets to the fair
value of the related operations. If the fair value is determined to be less than book value, a second step
is performed to compute the amount of the impairment. In this process, a fair value for goodwill is estimated,
based in part on the fair value of the operations, and is compared to its carrying value. The shortfall of the
fair value below carrying value represents the amount of goodwill impairment.
We estimate the fair values of the related operations using discounted cash flows. Forecasts of future cash
flows are based on our best estimate of future sales and operating costs, based primarily on existing firm
orders, expected future orders, contracts with suppliers, labor agreements and general market conditions.
Changes in these forecasts could significantly change the amount of impairment recorded, if any.
The cash flow forecasts are adjusted by an appropriate discount rate derived from our market capitalization
plus a suitable control premium at the date of evaluation. Therefore, changes in the stock price may also
affect the amount of impairment recorded, if any.
We completed our assessment of goodwill as of April 1, 2015 and determined that there is no impairment
of goodwill. As of December 31, 2015, we estimated that the fair value of each reporting unit significantly
exceeded its corresponding carrying value. Changes in our forecasts, or decreases in the value of our
common stock could cause book values of certain operations to exceed their fair values which may result
in goodwill impairment charges in future periods.
As of December 31, 2015 and 2014, we had $490 million of indefinite-lived intangible assets related to
the Jeppesen and Aviall brand and trade names acquired in business combinations. We test these
intangibles for impairment by comparing their carrying value to current projections of discounted cash
flows attributable to the brand and trade names. Any excess carrying value over the amount of discounted
cash flows represents the amount of the impairment. A 10% decrease in the discounted cash flows would
not impact the carrying value of these indefinite-lived intangible assets.
Pension Plans
The majority of our employees have earned benefits under defined benefit pension plans. Nonunion and
the majority of union employees that had participated in defined benefit pension plans will transition to a
company-funded defined contribution retirement savings plan in 2016. Accounting rules require an annual
measurement of our projected obligation and plan assets. These measurements are based upon several
assumptions, including the discount rate and the expected long-term rate of asset return. Future changes
in assumptions or differences between actual and expected outcomes can significantly affect our future
annual expense, projected benefit obligation and Shareholders’ equity.
The following table shows the sensitivity of our pension plan liability and net periodic cost to a 25 basis
point change in the discount rate as of December 31, 2015.
Change in discount rate Change in discount rate

(Dollars in millions) Increase 25 bps Decrease 25 bps
Pension plans
Projected benefit obligation ($2,128) $2,648
Net periodic pension cost (129) 152
Pension expense is also sensitive to changes in the expected long-term rate of asset return. A decrease
or increase of 25 basis points in the expected long-term rate of asset return would have increased or
decreased 2015 net periodic pension expense by $148 million. We expect 2016 net periodic pension cost
46

to decrease by approximately $2,119 million and the portion recognized in earnings to decrease by
approximately $378 million primarily due to lower service cost and amortization of actuarial losses.
Other
Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 and Section 13(r) of the
Securities Exchange Act of 1934, as amended (the “Act”), require disclosure of certain activities,
transactions or dealings relating to Iran that occurred during the period covered by this report. Disclosure
is required even if the activities, transactions or dealings were conducted in compliance with applicable
law. We have disclosed such activities in our Quarterly Report on Form 10-Q for the second quarter of
2015 and such disclosure is incorporated herein by reference. During the fourth quarter of 2015, we agreed
to sell aircraft maintenance manuals to Iran Air Tours. We generated no revenues or net profits during the
fourth quarter of 2015 from these activities. These sales were authorized by a license from the U.S. Office
of Foreign Assets Control (“OFAC”). Boeing applied for the OFAC license consistent with guidance from
the U.S. government in connection with ongoing negotiations between the “P5+1” nations and Iran related
to, among other things, the safety of Iran’s civil aviation industry. We may engage in additional activities
pursuant to this license, which sales may require additional disclosure pursuant to Section 13(r) of the Act.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Interest Rate Risk
We have financial instruments that are subject to interest rate risk, principally fixed-rate debt obligations,
and customer financing assets and liabilities. Additionally, BCC uses interest rate swaps with certain debt
obligations to manage exposure to interest rate changes. Historically, we have not experienced material
gains or losses on our customer financing assets and liabilities due to interest rate changes. As of
December 31, 2015, the impact over the next 12 months of a 100 basis point rise in interest rates to our
pre-tax earnings would not be significant. The investors in our fixed-rate debt obligations do not generally
have the right to demand we pay off these obligations prior to maturity. Therefore, exposure to interest
rate risk is not believed to be material for our fixed-rate debt.
Foreign Currency Exchange Rate Risk
We are subject to foreign currency exchange rate risk relating to receipts from customers and payments
to suppliers in foreign currencies. We use foreign currency forward contracts to hedge the price risk
associated with firmly committed and forecasted foreign denominated payments and receipts related to
our ongoing business. Foreign currency forward contracts are sensitive to changes in foreign currency
exchange rates. At December 31, 2015, a 10% increase or decrease in the exchange rate in our portfolio
of foreign currency contracts would have increased or decreased our unrealized losses by $229 million.
Consistent with the use of these contracts to neutralize the effect of exchange rate fluctuations, such
unrealized losses or gains would be offset by corresponding gains or losses, respectively, in the
remeasurement of the underlying transactions being hedged. When taken together, these forward currency
contracts and the offsetting underlying commitments do not create material market risk.
47

Item 8. Financial Statements and Supplementary Data
Index to the Consolidated Financial Statements
Page
Consolidated Statements of Operations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
Consolidated Statements of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
Consolidated Statements of Financial Position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52
Consolidated Statements of Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
Summary of Business Segment Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54
Note 1 – Summary of Significant Accounting Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
Note 2 - Goodwill and Acquired Intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66
Note 3 - Earnings Per Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
Note 4 - Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
Note 5 - Accounts Receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 71
Note 6 - Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
Note 7 - Customer Financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 73
Note 8 - Property, Plant and Equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76
Note 9 - Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
Note 10 - Other Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
Note 11 - Liabilities, Commitments and Contingencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Note 12 - Arrangements with Off-Balance Sheet Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83
Note 13 - Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85
Note 14 - Postretirement Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87
Note 15 - Share-Based Compensation and Other Compensation Arrangements . . . . . . . . . . . 95
Note 16 - Shareholders’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99
Note 17 - Derivative Financial Instruments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100
Note 18 - Significant Group Concentrations of Risk. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102
Note 19 - Fair Value Measurements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102
Note 20 - Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104
Note 21 - Segment Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105
Note 22 - Quarterly Financial Data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109
Reports of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . 110
48

The Boeing Company and Subsidiaries
Consolidated Statements of Operations

Sales of products $85,255 $80,688 $76,792
Sales of services 10,859 10,074 9,831
Total revenues 96,114 90,762 86,623
Cost of products (73,446) (68,551) (65,640)

Cost of services (8,578) (8,132) (7,553)
Boeing Capital interest expense (64) (69) (75)
Total costs and expenses (82,088) (76,752) (73,268)
14,026 14,010 13,355
Income from operating investments, net 274 287 214
General and administrative expense (3,525) (3,767) (3,956)
Research and development expense, net (3,331) (3,047) (3,071)
(Loss)/gain on dispositions, net (1) (10) 20
Earnings from operations 7,443 7,473 6,562
Net earnings from continuing operations 5,176 5,446 4,586
Net loss on disposal of discontinued operations, net of taxes of $0,
$0, $0 (1)
Net earnings $5,176 $5,446 $4,585
Basic earnings per share $7.52 $7.47 $6.03
Diluted earnings per share $7.44 $7.38 $5.96
See Notes to the Consolidated Financial Statements on pages 54 – 109.
49

Consolidated Statements of Comprehensive Income
Net earnings $5,176 $5,446 $4,585
Other comprehensive income/(loss), net of tax:
Currency translation adjustments (92) (97) (64)
Unrealized gains on certain investments, net of tax of ($5), $0 and $0 8
Unrealized (loss)/gain on derivative instruments:
Unrealized (loss) arising during period, net of tax of $77, $77,
and $42 (140) (137) (75)
Reclassification adjustment for loss/(gain) included in net
earnings, net of tax of ($43), ($4), and $9 79 7 (17)
Total unrealized loss on derivative instruments, net of tax (61) (130) (92)
Defined benefit pension plans & other postretirement benefits:
Net actuarial gain/(loss) arising during the period, net of tax of
$402, $2,588, and ($3,437) (732) (4,612) 6,143
Amortization of actuarial losses included in net periodic pension
cost, net of tax of ($570), ($367), and ($849) 1,038 661 1,516
Settlements and curtailments included in net income, net of tax
of ($27), ($101), and ($33) 51 180 59
Pension and postretirement benefit/(cost) related to our equity
method investments, net of tax ($2), $15, and ($13) 3 (27) 24
Amortization of prior service cost included in net periodic
pension cost, net of tax of ($22), ($12), and ($6) 38 21 10
Prior service cost arising during the period, net of tax of ($496),
$3, and $41 902 (5) (74)
Total defined benefit pension plans & other postretirement benefits,
net of tax 1,300 (3,782) 7,678
Other comprehensive income/(loss), net of tax 1,155 (4,009) 7,522
Comprehensive (loss)/income related to noncontrolling interests (3) 10 9
Comprehensive income, net of tax $6,328 $1,447 $12,116
50

Consolidated Statements of Financial Position

December 31, 2015 2014
Assets
Cash and cash equivalents $11,302 $11,733
Short-term and other investments 750 1,359
Accounts receivable, net 8,713 7,729
Current portion of customer financing, net 212 190
Inventories, net of advances and progress billings 47,257 46,756
Total current assets 68,234 67,767
Customer financing, net 3,358 3,371
Property, plant and equipment, net 12,076 11,007
Goodwill 5,126 5,119
Acquired intangible assets, net 2,657 2,869
Deferred income taxes 265 317
Investments 1,284 1,154
Other assets, net of accumulated amortization of $451 and $479 1,408 1,317
Total assets $94,408 $92,921
Liabilities and equity
Accounts payable $10,800 $10,667
Accrued liabilities 14,014 13,462
Advances and billings in excess of related costs 24,364 23,175
Short-term debt and current portion of long-term debt 1,234 929
Total current liabilities 50,412 48,233
Deferred income taxes 2,392 2,207
Accrued retiree health care 6,616 6,802
Accrued pension plan liability, net 17,783 17,182
Other long-term liabilities 2,078 1,566
Long-term debt 8,730 8,141
Shareholders’ equity:
Common stock, par value $5.00 – 1,200,000,000 shares authorized;
1,012,261,159 shares issued 5,061 5,061
Additional paid-in capital 4,834 4,625
Treasury stock, at cost (29,568) (23,298)
Retained earnings 38,756 36,180
Accumulated other comprehensive loss (12,748) (13,903)
Total shareholders’ equity 6,335 8,665
Noncontrolling interests 62 125
Total equity 6,397 8,790
Total liabilities and equity $94,408 $92,921
51

Consolidated Statements of Cash Flows
Cash flows – operating activities:
Net earnings $5,176 $5,446 $4,585
Adjustments to reconcile net earnings to net cash provided by operating
activities:
Non-cash items –
Share-based plans expense 189 195 206
Depreciation and amortization 1,833 1,906 1,844
Investment/asset impairment charges, net 167 229 96
Customer financing valuation benefit (5) (28) (11)
Loss on disposal of discontinued operations 1
Loss/(gain) on dispositions, net 1 10 (20)
Other charges and credits, net 364 317 528
Excess tax benefits from share-based payment arrangements (157) (114) (128)
Changes in assets and liabilities –
Accounts receivable (1,069) (1,328) (879)
Inventories, net of advances and progress billings (1,110) (4,330) (5,562)
Accounts payable (238) 1,339 (298)
Accrued liabilities 2 (1,088) 883
Advances and billings in excess of related costs 1,192 3,145 3,353
Income taxes receivable, payable and deferred 477 1,325 1,445
Other long-term liabilities 46 36 2
Pension and other postretirement plans 2,470 1,186 1,720
Customer financing, net 167 578 391
Other (142) 34 23
Net cash provided by operating activities 9,363 8,858 8,179
Cash flows – investing activities:
Property, plant and equipment additions (2,450) (2,236) (2,098)
Property, plant and equipment reductions 42 34 51
Acquisitions, net of cash acquired (31) (163) (26)
Contributions to investments (2,036) (8,617) (15,394)
Proceeds from investments 2,590 13,416 12,453
Purchase of distribution rights (140)
Other 39 33
Net cash (used)/provided by investing activities (1,846) 2,467 (5,154)
Cash flows – financing activities:
New borrowings 1,746 962 571
Debt repayments (885) (1,601) (1,434)
Repayments of distribution rights and other asset financing (185) (280)
Stock options exercised 399 343 1,097
Excess tax benefits from share-based payment arrangements 157 114 128
Employee taxes on certain share-based payment arrangements (96) (98) (63)
Common shares repurchased (6,751) (6,001) (2,801)
Dividends paid (2,490) (2,115) (1,467)
Other (12)
Net cash used by financing activities (7,920) (8,593) (4,249)
Effect of exchange rate changes on cash and cash equivalents (28) (87) (29)
Net (decrease)/increase in cash and cash equivalents (431) 2,645 (1,253)
Cash and cash equivalents at beginning of year 11,733 9,088 10,341
Cash and cash equivalents at end of year $11,302 $11,733 $9,088
See Notes to the Consolidated Financial Statements on pages 54 –109.
52

Consolidated Statements of Equity
Boeing shareholders
Accumulated
Additional Other Non-
Common Paid-In Treasury Retained Comprehensive controlling
(Dollars in millions, except per share data) Stock Capital Stock Earnings Loss Interest Total
Balance at January 1, 2013 $5,061 $4,122 ($15,937) $30,037 ($17,416) $100 $5,967
Net earnings 4,585 9 4,594
Other comprehensive income, net of tax of ($4,246) 7,522 7,522
Share-based compensation and related dividend 216 (16) 200
equivalents
Excess tax pools 101 101
Treasury shares issued for stock options exercised, net 109 988 1,097
Treasury shares issued for other share-based plans, net (133) 79 (54)
Common shares repurchased (2,801) (2,801)
Cash dividends declared ($2.185 per share) (1,642) (1,642)
Changes in noncontrolling interests 13 13
Balance at December 31, 2013 $5,061 $4,415 ($17,671) $32,964 ($9,894) $122 $14,997
Net earnings 5,446 10 5,456
Other comprehensive loss, net of tax of $2,199 (4,009) (4,009)
Share-based compensation and related dividend 208 (20) 188
equivalents
Treasury shares issued for stock options exercised, net 17 326 343
Treasury shares issued for other share-based plans, net (129) 48 (81)
Changes in noncontrolling interests (7) (7)
Net earnings 5,176 (3) 5,173
Other comprehensive loss, net of tax of ($686) 1,155 1,155
Share-based compensation and related dividend 189
equivalents 214 (25)
Treasury shares issued for stock options exercised, 399
net (29) 428
Treasury shares issued for other share-based plans, (81)
net (134) 53
Changes in noncontrolling interests (60) (60)
53

Notes to the Consolidated Financial Statements
Summary of Business Segment Data
Revenues:
Network & Space Systems 7,751 8,003 8,512
Unallocated items, eliminations and other (735) (525) 37
Total revenues $96,114 $90,762 $86,623
Earnings from operations:
Network & Space Systems 726 698 719
Unallocated items, eliminations and other (1,038) (2,163) (2,575)
Net earnings from continuing operations 5,176 5,446 4,586
Net loss on disposal of discontinued operations, net of taxes of $0,
$0, $0 (1)
Net earnings $5,176 $5,446 $4,585
This information is an integral part of the Notes to the Consolidated Financial Statements. See Note 21
for further segment results.
54

Notes to the Consolidated Financial Statements
Years ended December 31, 2015, 2014 and 2013
Note 1 – Summary of Significant Accounting Policies
Principles of Consolidation and Basis of Presentation
The Consolidated Financial Statements included in this report have been prepared by management of
The Boeing Company (herein referred to as “Boeing,” the “Company,” “we,” “us,” or “our”). These statements
include the accounts of all majority-owned subsidiaries and variable interest entities that are required to
be consolidated. All significant intercompany accounts and transactions have been eliminated. Certain
amounts have been reclassified to conform to the current year presentation.
During 2015 we adopted FASB Accounting Standards Update No. 2015-17, Balance Sheet Classification
of Deferred Income Taxes, which requires that the Consolidated Statements of Financial Position reflect
all deferred income tax assets and liabilities as non-current. The Company elected to retrospectively apply
the provisions of this standard and prior year balances have been revised to reflect the current year
presentation.
Standards Issued and Not Yet Implemented
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No.
2014-09, Revenue from Contracts with Customers. The new standard was originally effective for reporting
periods beginning after December 15, 2016 and early adoption was not permitted. On August 12, 2015,
the FASB approved a one year delay of the effective date to reporting periods beginning after December
15, 2017, while permitting companies to voluntarily adopt the new standard as of the original effective
date. The comprehensive new standard will supersede existing revenue recognition guidance and require
revenue to be recognized when promised goods or services are transferred to customers in amounts that
reflect the consideration to which the company expects to be entitled in exchange for those goods or
services. Adoption of the new rules could affect the timing of revenue recognition for certain transactions.
The guidance permits two implementation approaches, one requiring retrospective application of the new
standard with restatement of prior years and one requiring prospective application of the new standard
with disclosure of results under old standards. The Company is currently evaluating when to adopt the
new standard, the impacts of adoption and the implementation approach to be used.
Use of Estimates
Management makes assumptions and estimates to prepare financial statements in conformity with
accounting principles generally accepted in the United States of America. Those assumptions and
estimates directly affect the amounts reported in the Consolidated Financial Statements. Significant
estimates for which changes in the near term are considered reasonably possible and that may have a
material impact on the financial statements are disclosed in these Notes to the Consolidated Financial
Statements.
Operating Cycle
For classification of certain current assets and liabilities, we use the duration of the related contract or
program as our operating cycle, which is generally longer than one year.
55

Revenue and Related Cost Recognition
Contract Accounting Contract accounting is used for development and production activities
predominantly by Defense, Space & Security (BDS). The majority of business conducted by BDS is
performed under contracts with the U.S. government and other customers that extend over several years.
Contract accounting involves a judgmental process of estimating total sales and costs for each contract
resulting in the development of estimated cost of sales percentages. For each contract, the amount reported
as cost of sales is determined by applying the estimated cost of sales percentage to the amount of revenue
recognized. When the current estimates of total sales and costs for a contract indicate a loss, a provision
for the entire loss on the contract is recognized.
Changes in estimated revenues, cost of sales and the related effect on operating income are recognized
using a cumulative catch-up adjustment which recognizes in the current period the cumulative effect of
the changes on current and prior periods based on a contract’s percent complete. In 2015, net unfavorable
cumulative catch-up adjustments, including reach-forward losses, across all contracts decreased Earnings
from operations by $224 and diluted EPS by $0.23. In 2014 and 2013 net favorable cumulative catch-up
adjustments, including reach-forward losses, across all contracts increased Earnings from operations by
$100 and $242 and diluted EPS by $0.10 and $0.23. Significant adjustments during the three years ended
December 31, 2015 included reach-forward losses of $835 and $425 on the USAF KC-46A Tanker contract
recorded during 2015 and 2014.
We combine contracts for accounting purposes when they are negotiated as a package with an overall
profit margin objective. These essentially represent an agreement to do a single project for a single
customer, involve interrelated construction activities with substantial common costs, and are performed
concurrently or sequentially. When a group of contracts is combined, revenue and profit are earned
uniformly over the performance of the combined contracts. Similarly, we may segment a single contract
or group of contracts when a clear economic decision has been made during contract negotiations that
would produce different rates of profitability for each element or phase of the contract.
Sales related to fixed-price contracts are recognized as deliveries are made, except for certain fixed-price
contracts that require substantial performance over an extended period before deliveries begin, for which
sales are recorded based on the attainment of performance milestones. Sales related to contracts in which
we are reimbursed for costs incurred plus an agreed upon profit are recorded as costs are incurred. The
Federal Acquisition Regulations provide guidance on the types of cost that will be reimbursed in establishing
contract price. Contracts may contain provisions to earn incentive and award fees if specified targets are
achieved. Incentive and award fees that can be reasonably estimated and are probable are recorded over
the performance period of the contract. Incentive and award fees that cannot be reasonably estimated are
recorded when awarded.
Program Accounting Our Commercial Airplanes segment predominantly uses program accounting to
account for cost of sales related to its programs. Program accounting is applicable to products manufactured
for delivery under production-type contracts where profitability is realized over multiple contracts and years.
Under program accounting, inventoriable production costs, program tooling and other non-recurring costs,
and warranty costs are accumulated and charged to cost of sales by program instead of by individual units
or contracts. A program consists of the estimated number of units (accounting quantity) of a product to be
produced in a continuing, long-term production effort for delivery under existing and anticipated contracts.
The determination of the accounting quantity is limited by the ability to make reasonably dependable
estimates of the revenue and cost of existing and anticipated contracts. To establish the relationship of
sales to cost of sales, program accounting requires estimates of (a) the number of units to be produced
and sold in a program, (b) the period over which the units can reasonably be expected to be produced,
and (c) the units’ expected sales prices, production costs, program tooling and other non-recurring costs,
and routine warranty costs for the total program.
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We recognize sales for commercial airplane deliveries as each unit is completed and accepted by the
customer. Sales recognized represent the price negotiated with the customer, adjusted by an escalation
formula as specified in the customer agreement. The amount reported as cost of sales is determined by
applying the estimated cost of sales percentage for the total remaining program to the amount of sales
recognized for airplanes delivered and accepted by the customer. Changes in estimated revenues, cost
of sales and the related effects on program margins are recognized prospectively except in cases where
the program is determined to have a reach-forward loss in which case the loss is recognized in the current
period. See Note 11.
Concession Sharing Arrangements We account for sales concessions to our customers in consideration
of their purchase of products and services as a reduction to revenue when the related products and services
are delivered. The sales concessions incurred may be partially reimbursed by certain suppliers in
accordance with concession sharing arrangements. We record these reimbursements, which are presumed
to represent reductions in the price of the vendor’s products or services, as a reduction in Cost of products.
Spare Parts Revenue We recognize sales of spare parts upon delivery and the amount reported as cost
of sales is recorded at average cost.
Service Revenue Service revenue is recognized when the service is performed with the exception of U.S.
government service agreements, which are accounted for using contract accounting. Service activities
primarily include: support agreements associated with military aircraft and helicopter contracts, space
travel on Commercial Crew, ongoing maintenance of International Space Station, and technical and flight
operation services for commercial aircraft. Service revenue and associated cost of sales from pay-in-
advance subscription fees are deferred and recognized as services are rendered.
Financial Services Revenue We record financial services revenue associated with sales-type/finance
leases, operating leases, and notes receivable.
Lease and financing revenue arrangements are included in Sales of services on the Consolidated
Statements of Operations. For sales-type/finance leases, we record an asset at lease inception. This asset
is recorded at the aggregate future minimum lease payments, estimated residual value of the leased
equipment, and deferred incremental direct costs less unearned income. Income is recognized over the
life of the lease to approximate a level rate of return on the net investment. Residual values, which are
reviewed periodically, represent the estimated amount we expect to receive at lease termination from the
disposition of the leased equipment. Actual residual values realized could differ from these estimates.
Declines in estimated residual value that are deemed other-than-temporary are recognized in the period
in which the declines occur.
For operating leases, revenue on leased aircraft and equipment is recorded on a straight-line basis over
the term of the lease. Operating lease assets, included in Customer financing, are recorded at cost and
depreciated over the period that we project we will hold the asset to an estimated residual value, using
the straight-line method. We periodically review our estimates of residual value and recognize forecasted
changes by prospectively adjusting depreciation expense.
For notes receivable, notes are recorded net of any unamortized discounts and deferred incremental direct
costs. Interest income and amortization of any discounts are recorded ratably over the related term of the
note.
Reinsurance Revenue Our wholly-owned insurance subsidiary, Astro Ltd., participates in a reinsurance
pool for workers’ compensation. The member agreements and practices of the reinsurance pool minimize
any participating members’ individual risk. Reinsurance revenues were $136, $135 and $160 during 2015,
2014 and 2013, respectively. Reinsurance costs related to premiums and claims paid to the reinsurance
pool were $132, $144 and $147 during 2015, 2014 and 2013, respectively. Revenues and costs are
presented net in Cost of sales in the Consolidated Statements of Operations.
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Fleet Support
We provide assistance and services to facilitate efficient and safe aircraft operation to the operators of all
our commercial airplane models. Collectively known as fleet support services, these activities and services
include flight and maintenance training, field service support, engineering services, and technical data and
documents. Fleet support activity begins prior to aircraft delivery as the customer receives training,
manuals, and technical consulting support. This activity continues throughout the aircraft’s operational life.
Services provided after delivery include field service support, consulting on maintenance, repair, and
operational issues brought forth by the customer or regulators, updating manuals and engineering data,
and the issuance of service bulletins that impact the entire model’s fleet. Field service support involves
our personnel located at customer facilities providing and coordinating fleet support activities and requests.
The costs for fleet support are expensed as incurred as Cost of services.
Research and Development
Research and development includes costs incurred for experimentation, design, and testing, as well as
bid and proposal efforts related to government products and services which are expensed as incurred
unless the costs are related to certain contractual arrangements with customers. Costs that are incurred
pursuant to such contractual arrangements are recorded over the period that revenue is recognized,
consistent with our contract accounting policy. We have certain research and development arrangements
that meet the requirement for best efforts research and development accounting. Accordingly, the amounts
funded by the customer are recognized as an offset to our research and development expense rather than
as contract revenues. Research and development expense included bid and proposal costs of $286, $289
and $285 in 2015, 2014 and 2013, respectively.
We have established cost sharing arrangements with some suppliers for the 787 program. Our cost sharing
arrangements state that the supplier contributions are for reimbursements of costs we incur for
experimentation, basic design, and testing activities during the 787 development. In each arrangement,
we retain substantial rights to the 787 part or component covered by the arrangement. The amounts
received from these cost sharing arrangements are recorded as a reduction to research and development
expenses since we have no obligation to refund any amounts received per the arrangements regardless
of the outcome of the development efforts. Specifically, under the terms of each agreement, payments
received from suppliers for their share of the costs are typically based on milestones and are recognized
as earned when we achieve the milestone events and no ongoing obligation on our part exists. In the
event we receive a milestone payment prior to the completion of the milestone, the amount is classified
in Accrued liabilities until earned.
Share-Based Compensation
We provide various forms of share-based compensation to our employees. For awards settled in shares,
we measure compensation expense based on the grant-date fair value net of estimated forfeitures. For
awards settled in cash, or that may be settled in cash, we measure compensation expense based on the
fair value at each reporting date net of estimated forfeitures. The expense is recognized over the requisite
service period, which is generally the vesting period of the award.
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Income Taxes
Provisions for federal, state, and non-U.S. income taxes are calculated on reported Earnings before income
taxes based on current tax law and also include, in the current period, the cumulative effect of any changes
in tax rates from those used previously in determining deferred tax assets and liabilities. Such provisions
differ from the amounts currently receivable or payable because certain items of income and expense are
recognized in different time periods for financial reporting purposes than for income tax purposes.
Significant judgment is required in determining income tax provisions and evaluating tax positions.
The accounting for uncertainty in income taxes requires a more-likely-than-not threshold for financial
statement recognition and measurement of tax positions taken or expected to be taken in a tax return. We
record a liability for the difference between the benefit recognized and measured for financial statement
purposes and the tax position taken or expected to be taken on our tax return. To the extent that our
assessment of such tax positions changes, the change in estimate is recorded in the period in which the
determination is made. Tax-related interest and penalties are classified as a component of Income tax
expense.
Postretirement Plans
company-funded defined contribution retirement savings plan in 2016. We also provide postretirement
benefit plans other than pensions, consisting principally of health care coverage to eligible retirees and
qualifying dependents. Benefits under the pension and other postretirement benefit plans are generally
based on age at retirement and years of service and, for some pension plans, benefits are also based on
the employee’s annual earnings. The net periodic cost of our pension and other postretirement plans is
determined using the projected unit credit method and several actuarial assumptions, the most significant
of which are the discount rate, the long-term rate of asset return, and medical trend (rate of growth for
medical costs). A portion of net periodic pension and other postretirement income or expense is not
recognized in net earnings in the year incurred because it is allocated to production as product costs, and
reflected in inventory at the end of a reporting period. Actuarial gains and losses, which occur when actual
experience differs from actuarial assumptions, are reflected in Shareholders’ equity (net of taxes). If
actuarial gains and losses exceed ten percent of the greater of plan assets or plan liabilities we amortize
them over the average future service period of employees. The funded status of our pension and
postretirement plans is reflected on the Consolidated Statements of Financial Position.
Postemployment Plans
We record a liability for postemployment benefits, such as severance or job training, when payment is
probable, the amount is reasonably estimable, and the obligation relates to rights that have vested or
accumulated.
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Environmental Remediation
We are subject to federal and state requirements for protection of the environment, including those for
discharge of hazardous materials and remediation of contaminated sites. We routinely assess, based on
in-depth studies, expert analyses and legal reviews, our contingencies, obligations, and commitments for
remediation of contaminated sites, including assessments of ranges and probabilities of recoveries from
other responsible parties and/or insurance carriers. Our policy is to accrue and charge to current expense
identified exposures related to environmental remediation sites when it is probable that a liability has been
incurred and the amount can be reasonably estimated. The amount of the liability is based on our best
estimate or the low end of a range of reasonably possible exposure for investigation, cleanup, and
monitoring costs to be incurred. Estimated remediation costs are not discounted to present value as the
timing of payments cannot be reasonably estimated. We may be able to recover a portion of the remediation
costs from insurers or other third parties. Such recoveries are recorded when realization of the claim for
recovery is deemed probable.
Cash and Cash Equivalents
Cash and cash equivalents consist of highly liquid instruments, such as commercial paper, time deposits,
and other money market instruments, which have original maturities of three months or less. We aggregate
our cash balances by bank where conditions for right of set-off are met, and reclassify any negative
balances, consisting mainly of uncleared checks, to Accounts payable. Negative balances reclassified to
Accounts payable were $163 and $241 at December 31, 2015 and 2014.
Inventories
Inventoried costs on commercial aircraft programs and long-term contracts include direct engineering,
production and tooling and other non-recurring costs, and applicable overhead, which includes fringe
benefits, production related indirect and plant management salaries and plant services, not in excess of
estimated net realizable value. To the extent a material amount of such costs are related to an abnormal
event or are fixed costs not appropriately attributable to our programs or contracts, they are expensed in
the current period rather than inventoried. Inventoried costs include amounts relating to programs and
contracts with long-term production cycles, a portion of which is not expected to be realized within one
year. Included in inventory for federal government contracts is an allocation of allowable costs related to
manufacturing process reengineering.
Commercial aircraft programs inventory includes deferred production costs and supplier advances.
Deferred production costs represent actual costs incurred for production of early units that exceed the
estimated average cost of all units in the program accounting quantity. Higher production costs are
experienced at the beginning of a new or derivative airplane program. Units produced early in a program
require substantially more effort (labor and other resources) than units produced later in a program because
of volume efficiencies and the effects of learning. We expect that these deferred costs will be fully recovered
when all units included in the accounting quantity are delivered as the expected unit cost for later deliveries
is below the estimated average cost of all units in the program. Supplier advances represent payments
for parts we have contracted to receive from suppliers in the future. As parts are received, supplier advances
are amortized to work in process.
The determination of net realizable value of long-term contract costs is based upon quarterly reviews that
estimate costs to be incurred to complete all contract requirements. When actual contract costs and the
estimate to complete exceed total estimated contract revenues, a loss provision is recorded. The
determination of net realizable value of commercial aircraft program costs is based upon quarterly program
reviews that estimate revenue and cost to be incurred to complete the program accounting quantity. When
estimated costs to complete exceed estimated program revenues to go, a program loss provision is
recorded in the current period for the estimated loss on all undelivered units in the accounting quantity.
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Used aircraft purchased by the Commercial Airplanes segment and general stock materials are stated at
cost not in excess of net realizable value. See ‘Aircraft Valuation’ within this Note for a discussion of our
valuation of used aircraft. Spare parts inventory is stated at lower of average unit cost or net realizable
value. We review our commercial spare parts and general stock materials quarterly to identify impaired
inventory, including excess or obsolete inventory, based on historical sales trends, expected production
usage, and the size and age of the aircraft fleet using the part. Impaired inventories are charged to Cost
of products in the period the impairment occurs.
Included in inventory for commercial aircraft programs are amounts paid or credited in cash, or other
consideration to certain airline customers, that are referred to as early issue sales consideration. Early
issue sales consideration is recognized as a reduction to revenue when the delivery of the aircraft under
contract occurs. If an airline customer does not perform and take delivery of the contracted aircraft, we
believe that we would have the ability to recover amounts paid. However, to the extent early issue sales
consideration exceeds advances and is not considered to be otherwise recoverable, it would be written
off in the current period.
We net advances and progress billings on long-term contracts against inventory in the Consolidated
Statements of Financial Position. Advances and progress billings in excess of related inventory are reported
in Advances and billings in excess of related costs.
Precontract Costs
We may, from time to time, incur costs in excess of the amounts required for existing contracts. If we
determine the costs are probable of recovery from future orders, then we capitalize the precontract costs
we incur, excluding start-up costs which are expensed as incurred. Capitalized precontract costs are
included in Inventories, net of advances and progress billings, in the accompanying Consolidated
Statements of Financial Position. Should future orders not materialize or we determine the costs are no
longer probable of recovery, the capitalized costs would be written off.
Property, Plant and Equipment
Property, plant and equipment are recorded at cost, including applicable construction-period interest, less
accumulated depreciation and are depreciated principally over the following estimated useful lives: new
buildings and land improvements, from 10 to 40 years; and new machinery and equipment, from 4 to 20
years. The principal methods of depreciation are as follows: buildings and land improvements, 150%
declining balance; and machinery and equipment, sum-of-the-years’ digits. Capitalized internal use
software is included in Other assets and amortized using the straight line method over 5 years. We
periodically evaluate the appropriateness of remaining depreciable lives assigned to long-lived assets,
including assets that may be subject to a management plan for disposition.
Long-lived assets held for sale are stated at the lower of cost or fair value less cost to sell. Long-lived
assets held for use are subject to an impairment assessment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. If the carrying value is no longer recoverable
based upon the undiscounted future cash flows of the asset, the amount of the impairment is the difference
between the carrying amount and the fair value of the asset.
Asset Retirement Obligations
We record all known asset retirement obligations for which the liability’s fair value can be reasonably
estimated, including certain asbestos removal, asset decommissioning and contractual lease restoration
obligations. Recorded amounts are not material.
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We also have known conditional asset retirement obligations, such as certain asbestos remediation and
asset decommissioning activities to be performed in the future, that are not reasonably estimable due to
insufficient information about the timing and method of settlement of the obligation. Accordingly, these
obligations have not been recorded in the Consolidated Financial Statements. A liability for these obligations
will be recorded in the period when sufficient information regarding timing and method of settlement
becomes available to make a reasonable estimate of the liability’s fair value. In addition, there may be
conditional asset retirement obligations that we have not yet discovered (e.g. asbestos may exist in certain
buildings but we have not become aware of it through the normal course of business), and therefore, these
obligations also have not been included in the Consolidated Financial Statements.
Goodwill and Other Acquired Intangibles
Goodwill and other acquired intangible assets with indefinite lives are not amortized, but are tested for
impairment annually and when an event occurs or circumstances change such that it is more likely than
not that an impairment may exist. Our annual testing date is April 1.
We test goodwill for impairment by performing a qualitative assessment or using a two-step impairment
process. If we choose to perform a qualitative assessment and determine it is more likely than not that the
carrying value of the net assets is more than the fair value of the related operations, the two-step impairment
process is then performed; otherwise, no further testing is required. For operations where the two-step
impairment process is used, we first compare the carrying value of net assets to the fair value of the related
operations. If the fair value is determined to be less than carrying value, a second step is performed to
compute the amount of the impairment. In this process, a fair value for goodwill is estimated, based in part
on the fair value of the operations, and is compared to its carrying value. The shortfall of the fair value
below carrying value represents the amount of goodwill impairment.
Indefinite-lived intangibles consist of brand and trade names acquired in business combinations. We test
these intangibles for impairment by comparing their carrying value to current projections of discounted
cash flows attributable to the brand and trade names. Any excess carrying value over the amount of
discounted cash flows represents the amount of the impairment.
Our finite-lived acquired intangible assets are amortized on a straight-line basis over their estimated useful
lives as follows: developed technology, from 5 to 14 years; product know-how, from 6 to 30 years; customer
base, from 3 to 19 years; distribution rights, from 3 to 27 years; and other, from 3 to 32 years. We evaluate
the potential impairment of finite-lived acquired intangible assets whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. If the carrying value is no longer
recoverable based upon the undiscounted future cash flows of the asset, the amount of the impairment
is the difference between the carrying amount and the fair value of the asset.
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Investments
Time deposits are held-to-maturity investments that are carried at cost.
Available-for-sale securities include commercial paper, U.S. government agency securities, and corporate
debt securities. Available-for-sale securities are recorded at fair value, and unrealized gains and losses
are recorded, net of tax, as a component of accumulated other comprehensive income. Realized gains
and losses on available-for-sale securities are recognized based on the specific identification method.
Available-for-sale securities are assessed for impairment quarterly.
The equity method of accounting is used to account for investments for which we have the ability to exercise
significant influence, but not control, over an investee. Significant influence is generally deemed to exist
if we have an ownership interest in the voting stock of an investee of between 20% and 50%.
We classify investment income and loss on our Consolidated Statements of Operations based on whether
the investment is operating or non-operating in nature. Operating investments align strategically and are
integrated with our operations. Earnings from operating investments, including our share of income or loss
from equity method investments, dividend income from certain cost method investments, and any
impairments or gain/loss on the disposition of these investments, are recorded in Income from operating
investments, net. Non-operating investments are those we hold for non-strategic purposes. Earnings from
non-operating investments, including interest and dividends on marketable securities, and any impairments
or gain/loss on the disposition of these investments are recorded in Other income/(expense), net.
Derivatives
All derivative instruments are recognized in the financial statements and measured at fair value regardless
of the purpose or intent of holding them. We use derivative instruments to principally manage a variety of
market risks. For derivatives designated as hedges of the exposure to changes in fair value of the recognized
asset or liability or a firm commitment (referred to as fair value hedges), the gain or loss is recognized in
earnings in the period of change together with the offsetting loss or gain on the hedged item attributable
to the risk being hedged. The effect of that accounting is to include in earnings the extent to which the
hedge is not effective in achieving offsetting changes in fair value. For our cash flow hedges, the effective
portion of the derivative’s gain or loss is initially reported in comprehensive income and is subsequently
reclassified into earnings in the same period or periods during which the hedged forecasted transaction
affects earnings. The ineffective portion of the gain or loss of a cash flow hedge is reported in earnings
immediately. We have agreements to purchase and sell aluminum to address long-term strategic sourcing
objectives and international business requirements. These agreements are derivatives for accounting
purposes but are not designated for hedge accounting treatment. We also hold certain derivative
instruments for economic purposes that are not designated for hedge accounting treatment. For these
aluminum agreements and for other derivative instruments not designated for hedge accounting treatment,
the changes in their fair value are recorded in earnings immediately.
Aircraft Valuation
Used aircraft under trade-in commitments and aircraft under repurchase commitments In
conjunction with signing a definitive agreement for the sale of new aircraft (Sale Aircraft), we have entered
into trade-in commitments with certain customers that give them the right to trade in used aircraft at a
specified price upon the purchase of Sale Aircraft. Additionally, we have entered into contingent repurchase
commitments with certain customers wherein we agree to repurchase the Sale Aircraft at a specified price,
generally 10 to 15 years after delivery of the Sale Aircraft. Our repurchase of the Sale Aircraft is contingent
upon a future, mutually acceptable agreement for the sale of additional new aircraft. If we execute an
agreement for the sale of additional new aircraft, and if the customer exercises its right to sell the Sale
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Aircraft to us, a contingent repurchase commitment would become a trade-in commitment. Our historical
experience is that contingent repurchase commitments infrequently become trade-in commitments.
Exposure related to trade-in commitments may take the form of:
(1) adjustments to revenue for the difference between the contractual trade-in price in the definitive
agreement and our best estimate of the fair value of the trade-in aircraft as of the date of such
agreement, which would be recognized upon delivery of the Sale Aircraft, and/or
(2) charges to cost of products for adverse changes in the fair value of trade-in aircraft that occur
subsequent to signing of a definitive agreement for Sale Aircraft but prior to the purchase of the
used trade-in aircraft. Estimates based on current aircraft values would be included in Accrued
liabilities.
The fair value of trade-in aircraft is determined using aircraft-specific data such as model, age and condition,
market conditions for specific aircraft and similar models, and multiple valuation sources. This process
uses our assessment of the market for each trade-in aircraft, which in most instances begins years before
the return of the aircraft. There are several possible markets in which we continually pursue opportunities
to place used aircraft. These markets include, but are not limited to, the resale market, which could
potentially include the cost of long-term storage; the leasing market, with the potential for refurbishment
costs to meet the leasing customer’s requirements; or the scrap market. Trade-in aircraft valuation varies
significantly depending on which market we determine is most likely for each aircraft. On a quarterly basis,
we update our valuation analysis based on the actual activities associated with placing each aircraft into
a market or using current published third-party aircraft valuations based on the type and age of the aircraft,
adjusted for individual attributes and known conditions.
Used aircraft acquired by the Commercial Airplanes segment are included in Inventories at the lower of
cost or net realizable value as it is our intent to sell these assets. To mitigate costs and enhance marketability,
aircraft may be placed on operating lease. While on operating lease, the assets are included in Customer
financing.
Customer financing Customer financing includes operating lease equipment, notes receivable, and sales-
type/finance leases. Sales-type/finance leases are treated as receivables, and allowances for losses are
established as necessary.
We assess the fair value of the assets we own, including equipment under operating leases, assets held
for sale or re-lease, and collateral underlying receivables, to determine if their fair values are less than the
related assets’ carrying values. Differences between carrying values and fair values of sales-type/finance
leases and notes and other receivables, as determined by collateral value, are considered in determining
the allowance for losses on receivables.
We use a median calculated from published collateral values from multiple third-party aircraft value
publications based on the type and age of the aircraft to determine the fair value of aircraft. Under certain
circumstances, we apply judgment based on the attributes of the specific aircraft or equipment, usually
when the features or use of the aircraft vary significantly from the more generic aircraft attributes covered
by outside publications.
Impairment review for assets under operating leases and held for sale or re-lease We evaluate for
impairment assets under operating lease or assets held for sale or re-lease when events or changes in
circumstances indicate that the expected undiscounted cash flow from the asset may be less than the
carrying value. We use various assumptions when determining the expected undiscounted cash flow,
including our intentions for how long we will hold an asset subject to operating lease before it is sold, the
expected future lease rates, lease terms, residual value of the asset, periods in which the asset may be
held in preparation for a follow-on lease, maintenance costs, remarketing costs and the remaining economic
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life of the asset. We record assets held for sale at the lower of carrying value or fair value less costs to
sell.
When we determine that impairment is indicated for an asset, the amount of impairment expense recorded
is the excess of the carrying value over the fair value of the asset.
Allowance for losses on customer financing receivables We record the potential impairment of
customer financing receivables in a valuation account, the balance of which is an accounting estimate of
probable but unconfirmed losses. The allowance for losses on receivables relates to two components of
receivables: (a) receivables that are evaluated individually for impairment and (b) all other receivables.
We determine a receivable is impaired when, based on current information and events, it is probable that
we will be unable to collect amounts due according to the original contractual terms of the receivable
agreement, without regard to any subsequent restructurings. Factors considered in assessing collectability
include, but are not limited to, a customer’s extended delinquency, requests for restructuring and filings
for bankruptcy. We determine a specific impairment allowance based on the difference between the carrying
value of the receivable and the estimated fair value of the related collateral we would expect to realize.
We review the adequacy of the allowance attributable to the remaining receivables (after excluding
receivables subject to a specific impairment allowance) by assessing both the collateral exposure and the
applicable cumulative default rate. Collateral exposure for a particular receivable is the excess of the
carrying value of the receivable over the fair value of the related collateral. A receivable with an estimated
fair value in excess of the carrying value is considered to have no collateral exposure. The applicable
cumulative default rate is determined using two components: customer credit ratings and weighted average
remaining contract term. Internally assigned credit ratings, our credit quality indicator, are determined for
each customer in the portfolio. Those ratings are updated based upon public information and information
obtained directly from our customers.
We have entered into agreements with certain customers that would entitle us to look beyond the specific
collateral underlying the receivable for purposes of determining the collateral exposure as described above.
Should the proceeds from the sale of the underlying collateral asset resulting from a default condition be
insufficient to cover the carrying value of our receivable (creating a shortfall condition), these agreements
would, for example, permit us to take the actions necessary to sell or retain certain other assets in which
the customer has an equity interest and use the proceeds to cover the shortfall.
Each quarter we review customer credit ratings, published historical credit default rates for different rating
categories, and multiple third-party aircraft value publications as a basis to validate the reasonableness
of the allowance for losses on receivables. There can be no assurance that actual results will not differ
from estimates or that the consideration of these factors in the future will not result in an increase or
decrease to the allowance for losses on receivables.
Warranties
In conjunction with certain product sales, we provide warranties that cover factors such as non-conformance
to specifications and defects in material and design. The majority of our warranties are issued by our
Commercial Airplanes segment. Generally, aircraft sales are accompanied by a three to four-year standard
warranty for systems, accessories, equipment, parts, and software manufactured by us or manufactured
to certain standards under our authorization. These warranties are included in the programs’ estimate at
completion. On occasion we have made commitments beyond the standard warranty obligation to correct
fleet-wide major issues of a particular model, resulting in additional accrued warranty expense. Warranties
issued by our BDS segments principally relate to sales of military aircraft and weapons hardware and are
included in the contract cost estimates. These sales are generally accompanied by a six month to two-
year warranty period and cover systems, accessories, equipment, parts, and software manufactured by
us to certain contractual specifications. Estimated costs related to standard warranties are recorded in the
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period in which the related product sales occur. The warranty liability recorded at each balance sheet date
reflects the estimated number of months of warranty coverage outstanding for products delivered times
the average of historical monthly warranty payments, as well as additional amounts for certain major
warranty issues that exceed a normal claims level. Estimated costs of these additional warranty issues
are considered changes to the initial liability estimate.
We provide guarantees to certain commercial airplane customers which include compensation provisions
for failure to meet specified aircraft performance targets. We account for these performance guarantees
as warranties. The estimated liability for these warranties is based on known and anticipated operational
characteristics and forecasted customer operation of the aircraft relative to contractually specified
performance targets, and anticipated settlements when contractual remedies are not specified. Estimated
payments are recorded as a reduction of revenue at delivery of the related aircraft. We have agreements
that require certain suppliers to compensate us for amounts paid to customers for failure of supplied
equipment to meet specified performance targets. Claims against suppliers under these agreements are
included in Inventories and recorded as a reduction in Cost of products at delivery of the related aircraft.
These performance warranties and claims against suppliers are included in the programs’ estimate at
completion.
Supplier Penalties
We record an accrual for supplier penalties when an event occurs that makes it probable that a supplier
penalty will be incurred and the amount is reasonably estimable. Until an event occurs, we fully anticipate
accepting all products procured under production-related contracts.
Guarantees
We record a liability in Accrued liabilities for the fair value of guarantees that are issued or modified after
December 31, 2002. For a residual value guarantee where we received a cash premium, the liability is
equal to the cash premium received at the guarantee’s inception. For credit guarantees, the liability is
equal to the present value of the expected loss. We determine the expected loss by multiplying the creditor’s
default rate by the guarantee amount reduced by the expected recovery, if applicable, for each future
period the credit guarantee will be outstanding. If at inception of a guarantee, we determine there is a
probable related contingent loss, we will recognize a liability for the greater of (a) the fair value of the
guarantee as described above or (b) the probable contingent loss amount.
Note 2 – Goodwill and Acquired Intangibles
Changes in the carrying amount of goodwill by reportable segment for the years ended December 31,
2015 and 2014 were as follows:
Boeing Network Global

Commercial Military & Space Services
Airplanes Aircraft Systems & Support Total
Balance at January 1, 2014 $2,108 $964 $1,513 $458 $5,043
Acquisitions 45 57 102
Goodwill adjustments (22) (4) (26)
Balance at December 31, 2014 $2,131 $964 $1,566 $458 $5,119
Acquisitions 6 15 21
Goodwill adjustments (14) (14)
Balance at December 31, 2015 $2,123 $979 $1,566 $458 $5,126
66

As of December 31, 2015 and 2014, we had indefinite-lived intangible assets with carrying amounts of
$490 relating to trade names.
The gross carrying amounts and accumulated amortization of our acquired finite-lived intangible assets
were as follows at December 31:
2015 2014
Gross Gross
Carrying Accumulated Carrying Accumulated
Amount Amortization Amount Amortization
Distribution rights $2,245 $673 $2,245 $550
Product know-how 503 244 494 216
Customer base 600 403 619 381
Developed technology 455 357 500 386
Other 198 157 202 148
Total $4,001 $1,834 $4,060 $1,681
Amortization expense for acquired finite-lived intangible assets for the years ended December 31, 2015
and 2014 was $224 and $227. Estimated amortization expense for the five succeeding years is as follows:
2016 2017 2018 2019 2020

Estimated amortization expense $211 $204 $185 $154 $145
During 2015 and 2014 we acquired $15 and $87 of finite-lived intangible assets, of which $0 and $24
related to non-cash investing and financing transactions.
Note 3 – Earnings Per Share
Basic and diluted earnings per share are computed using the two-class method, which is an earnings
allocation method that determines earnings per share for common shares and participating securities. The
undistributed earnings are allocated between common shares and participating securities as if all earnings
had been distributed during the period. Participating securities and common shares have equal rights to
undistributed earnings.
Basic earnings per share is calculated by taking net earnings, less earnings available to participating
securities, divided by the basic weighted average common shares outstanding.
Diluted earnings per share is calculated by taking net earnings, less earnings available to participating
securities, divided by the diluted weighted average common shares outstanding.
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The elements used in the computation of basic and diluted earnings per share were as follows:
(In millions - except per share amounts)

Net earnings $5,176 $5,446 $4,585
Less: earnings available to participating securities 4 6 7
Net earnings available to common shareholders $5,172 $5,440 $4,578
Basic
Basic weighted average shares outstanding 688.0 728.9 760.8
Less: participating securities 1.1 1.3 1.9
Basic weighted average common shares outstanding 686.9 727.6 758.9
Diluted
Basic weighted average shares outstanding 688.0 728.9 760.8
Dilutive potential common shares(1) 8.1 9.1 8.7
Diluted weighted average shares outstanding 696.1 738.0 769.5
Less: participating securities 1.1 1.3 1.9
Diluted weighted average common shares outstanding 695.0 736.7 767.6
Net earnings per share:
Basic $7.52 $7.47 $6.03
Diluted 7.44 7.38 5.96
(1)
Diluted earnings per share includes any dilutive impact of stock options, restricted stock units,
performance-based restricted stock units and performance awards.
The following table includes the number of shares that may be dilutive potential common shares in the
future. These shares were not included in the computation of diluted earnings per share because the effect
was either antidilutive or the performance condition was not met.
(Shares in millions)
Stock options 4.8
Performance awards 5.6 5.1 4.2
Performance-based restricted stock units 2.3 1.3
Note 4 – Income Taxes
The components of earnings before income taxes were:

U.S. $6,828 $6,829 $5,946
Non-U.S. 327 308 286
Total $7,155 $7,137 $6,232
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Income tax expense/(benefit) consisted of the following:

Current tax expense
U.S. federal $2,102 $676 ($82)
Non-U.S. 122 91 76
U.S. state 21 69 11
Total current 2,245 836 5
Deferred tax expense
U.S. federal (297) 828 1,531
Non-U.S. 4 34 41
U.S. state 27 (7) 69
Total deferred (266) 855 1,641
Total income tax expense $1,979 $1,691 $1,646
Net income tax payments were $1,490, $355 and $209 in 2015, 2014 and 2013, respectively.
The following is a reconciliation of the U.S. federal statutory tax rate of 35% to our effective income tax
rates:

U.S. federal statutory tax 35.0% 35.0% 35.0%
Research and development credits (1) (3.4) (2.9) (4.9)
Amendments to the R&E regulations (2) (3.4)
Tax basis adjustment (3) (3.6)
U.S. manufacturing activity tax benefit (2.9) (1.2) (0.6)
Tax on international activities (0.6) (0.2) (0.1)
Federal audit settlements (4) (3.6)
Other provision adjustments (0.4) 0.2 0.4
Effective income tax rate 27.7% 23.7% 26.4%
(1)
In the fourth quarter of 2015 and 2014, we recorded tax benefits of $235 and $188, respectively related
to the reinstatement of the research tax credit. Research tax credits for the 2013 and 2012 tax years
were both recorded in 2013.
(2)
In 2013, we recorded $212 for the issuance of favorable regulations related to research and
experimental (R&E) expenditures.
(3)
In the second quarter of 2014 we recorded an incremental tax benefit of $265 related to the application
of a 2012 Federal Court of Claims decision which held that the tax basis in certain assets could be
increased and realized upon the assets' disposition (tax basis adjustment).
(4)
In the second quarter of 2014, tax benefits of $116 and $143 were recorded as a result of the 2007-2008
and 2009-2010 federal tax audit settlements.
Federal income tax audits have been settled for all years prior to 2011. The years 2011-2012 are currently
being examined by the IRS. We are also subject to examination in major state and international jurisdictions
for the 2001-2015 tax years. We believe appropriate provisions for all outstanding tax issues have been
made for all jurisdictions and all open years.
69

Prior year balances of deferred tax (liabilities)/assets have been revised to reflect current year presentation.
Significant components of our deferred tax (liabilities)/assets at December 31 were as follows:
2015 2014
Inventory and long-term contract methods of income recognition (10,401) (10,156)
Pension benefits 6,303 6,145
Retiree health care benefits 2,513 2,572
Fixed assets, intangibles and goodwill (net of valuation allowance $16 and
$18) (1,837) (1,782)
Other employee benefits 1,339 1,477
Customer and commercial financing (777) (853)
Accrued expenses and reserves 609 733
Net operating loss, credit and capital loss carryovers (net of valuation
allowance of $89 and $63)(1) 216 266
Other (92) (292)
Net deferred tax (liabilities)/assets(2) ($2,127) ($1,890)
(1)
Of the deferred tax asset for net operating loss and credit carryovers, $208 expires in years ending
from December 31, 2016 through December 31, 2035 and $8 may be carried over indefinitely.
(2)
Included in the net deferred tax (liabilities)/assets as of December 31, 2015 and 2014 are deferred
tax assets in the amounts of $7,277 and $8,007 related to Accumulated other comprehensive loss.
Net deferred tax (liabilities)/assets at December 31 were as follows:
2015 2014
Deferred tax assets $13,128 $14,219
Deferred tax liabilities (15,150) (16,028)
Valuation allowance (105) (81)
Net deferred tax (liabilities)/assets ($2,127) ($1,890)
The measurement of deferred tax assets is reduced by a valuation allowance if, based upon available
evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.
As discussed in Note 1, during the year ended December 31, 2015, the Company retrospectively adopted
ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes. The effects of the accounting change
on the December 31, 2014 Statement of Financial Position were as follows:
2014
Revised As Reported
Current deferred tax asset $18
Non-current deferred tax asset 317 6,576
Current deferred tax liability (8,484)
Non-current deferred tax liability (2,207)
Net deferred tax (liabilities)/assets ($1,890) ($1,890)
We have provided for U.S. deferred income taxes and foreign withholding tax in the amount of $35 on
undistributed earnings not considered indefinitely reinvested in our non-U.S. subsidiaries. We have not
provided for U.S. deferred income taxes or foreign withholding tax on the remainder of undistributed
earnings from our non-U.S. subsidiaries of approximately $700 because such earnings are considered to
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be indefinitely reinvested and it is not practicable to estimate the amount of tax that may be payable upon
distribution.
As of December 31, 2015 and 2014, the amounts accrued for the payment of income tax-related interest
and penalties included in the Consolidated Statements of Financial Position were not significant. The
amounts of interest benefit included in the Consolidated Statements of Operations were not significant for
the years ended December 31, 2015, 2014 and 2013.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
2015 2014 2013

Unrecognized tax benefits – January 1 $1,312 $1,141 $1,055
Gross increases – tax positions in prior periods 38 403 10
Gross decreases – tax positions in prior periods (25) (251) (125)
Gross increases – current-period tax positions 292 217 202
Gross decreases – current-period tax positions (1)
Settlements (197)
Lapse of statute of limitations (1)
Unrecognized tax benefits – December 31 $1,617 $1,312 $1,141
As of December 31, 2015, 2014 and 2013, the total amount of unrecognized tax benefits was $1,617,
$1,312 and $1,141, respectively, of which $1,479, $1,180 and $1,018 would affect the effective tax rate,
if recognized. As of December 31, 2015, these amounts are primarily associated with U.S. federal tax
issues such as the amount of research tax credits claimed, the U.S. manufacturing activity tax benefit, tax
basis adjustments and U.S. taxation of foreign earnings. Also included in these amounts are accruals for
domestic state tax issues such as the allocation of income among various state tax jurisdictions and the
amount of state tax credits claimed.
Audit outcomes and the timing of audit settlements are subject to significant uncertainty. It is reasonably
possible that within the next 12 months we will resolve the matters presently under consideration for the
2011-2012 tax years with the IRS. Depending on the timing and outcome of that audit settlement,
unrecognized tax benefits could decrease by up to $115 based on current estimates.
Note 5 – Accounts Receivable, net
Accounts receivable at December 31 consisted of the following:
2015 2014
U.S. government contracts $4,864 $4,281
Commercial Airplanes 2,250 1,749
Defense, Space & Security customers (1) 889 1,018
Reinsurance receivables 550 512
Other 254 296
Less valuation allowance (94) (127)
Total $8,713 $7,729
(1)
Excludes U.S. government contracts
71

The following table summarizes our accounts receivable under long-term contracts that were unbillable
or related to outstanding claims as of December 31:
Unbillable Claims
2015 2014 2015 2014
Current $2,024 $2,306 $29
Expected to be collected after one year 2,001 1,408 $70 73
Total $4,025 $3,714 $70 $102
Under contract accounting unbillable receivables on long-term contracts arise when the sales or revenues
based on performance attainment, though appropriately recognized, cannot be billed yet under terms of
the contract as of the balance sheet date. Any adjustment for the credit quality of unbillable receivables,
if required, would be recorded as a direct reduction of revenue. Factors considered in assessing the
collectability of unbillable receivables include, but are not limited to, a customer’s extended delinquency,
requests for restructuring and filings for bankruptcy. Unbillable receivables related to commercial customers
expected to be collected after one year were $178 and $172 at December 31, 2015 and 2014. Accounts
receivable related to claims are items that we believe are earned, but are subject to uncertainty concerning
their determination or ultimate realization.
Accounts receivable as of December 31, 2015, includes $104 of unbillable receivables on a long-term
contract with New LightSquared, LLC (LightSquared) related to the construction of two commercial
satellites. One of the satellites has launched and has been accepted by the customer, and the other is
substantially complete but remains in Boeing’s possession. On May 14, 2012, LightSquared filed for
Chapter 11 bankruptcy protection. On December 7, 2015, LightSquared exited Chapter 11 bankruptcy
protection and fully assumed the Boeing contract. We do not expect to incur losses on these receivables.
Accounts receivable, other than those described above, expected to be collected after one year are not
material.
Note 6 – Inventories
Inventories at December 31 consisted of the following:
2015 2014
Long-term contracts in progress $13,858 $13,381
Commercial aircraft programs 55,230 55,220
Commercial spare parts, used aircraft, general stock materials and other 6,673 7,421
Inventory before advances and progress billings 75,761 76,022
Less advances and progress billings (28,504) (29,266)
Total $47,257 $46,756
Long-Term Contracts in Progress
Long-term contracts in progress includes Delta launch program inventory that is being sold at cost to United
Launch Alliance (ULA) under an inventory supply agreement that terminates on March 31, 2021. At
December 31, 2015 and 2014, the inventory balance was $120 (net of advances of $310) and $154 (net
of advances of $322). At December 31, 2015, $176 of this inventory related to unsold launches. See Note
12.
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Included in inventories are capitalized precontract costs of $732 at December 31, 2015, primarily related
to KC-46A Tanker and $1,281 at December 31, 2014, primarily related to C-17. See Note 11.
Commercial Aircraft Programs
At December 31, 2015 and 2014, commercial aircraft programs inventory included the following amounts
related to the 787 program: $34,656 and $33,163 of work in process (including deferred production costs
of $28,510 and $26,149), $2,551 and $2,257 of supplier advances, and $3,890 and $3,801 of unamortized
tooling and other non-recurring costs. At December 31, 2015, $23,721 of 787 deferred production costs,
unamortized tooling and other non-recurring costs are expected to be recovered from units included in the
program accounting quantity that have firm orders and $8,679 is expected to be recovered from units
included in the program accounting quantity that represent expected future orders.
At December 31, 2015 and 2014, commercial aircraft programs inventory included the following amounts
related to the 747 program: $942 and $1,741 of deferred production costs, net of reach-forward losses,
and $377 and $476 of unamortized tooling costs. At December 31, 2015, $342 of 747 deferred production
and unamortized tooling costs are expected to be recovered from units included in the program accounting
quantity that have firm orders and $977 is expected to be recovered from units included in the program
accounting quantity that represent expected future orders. At December 31, 2015 we have a number of
completed 747 aircraft in work in process inventory that we expect to recover from future orders.
Commercial aircraft programs inventory included amounts credited in cash or other consideration (early
issue sales consideration) to airline customers totaling $3,166 and $3,341 at December 31, 2015 and
2014.
Used aircraft in inventories at Commercial Airplanes totaled $267 and $275 at December 31, 2015 and
2014.
Note 7 – Customer Financing
Customer financing primarily relates to the Boeing Capital (BCC) segment and consisted of the following
at December 31:
2015 2014
Financing receivables:
Investment in sales-type/finance leases $1,620 $1,535
Notes 256 370
Total financing receivables 1,876 1,905
Operating lease equipment, at cost, less accumulated depreciation of $338 and
$571 1,710 1,677
Gross customer financing 3,586 3,582
Less allowance for losses on receivables (16) (21)
Total $3,570 $3,561
The components of investment in sales-type/finance leases at December 31 were as follows:
2015 2014
Minimum lease payments receivable $1,537 $1,475
Estimated residual value of leased assets 530 521
Unearned income (447) (461)
Total $1,620 $1,535
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Operating lease equipment primarily includes large commercial jet aircraft and regional jet aircraft. At
December 31, 2015 and 2014, operating lease equipment included $49 and $48 available for sale or re-
lease. At December 31, 2015 and 2014, we had firm lease commitments for $15 and $0 of this equipment.
Financing receivable balances evaluated for impairment at December 31 were as follows:
2015 2014
Individually evaluated for impairment $86 $86
Collectively evaluated for impairment 1,790 1,819
Total financing receivables $1,876 $1,905
We determine a receivable is impaired when, based on current information and events, it is probable that
we will be unable to collect amounts due according to the original contractual terms. As of December 31,
2015 and 2014, we had no material receivables that were greater than 30 days past due and we had no
impaired customer financing receivables during 2015 and 2014.
Income recognition is generally suspended for financing receivables at the date full recovery of income
and principal becomes not probable. Income is recognized when financing receivables become
contractually current and performance is demonstrated by the customer. For the year ended December
31, 2013, interest income recognized on such receivables was $30, and the average recorded investment
in impaired financing receivables was $376.
The change in the allowance for losses on financing receivables for the years ended December 31, 2015,
2014 and 2013, consisted of the following:
2015 2014 2013

Beginning balance - January 1 ($21) ($49) ($60)
Customer financing valuation benefit 5 28 11
Ending balance - December 31 ($16) ($21) ($49)
Collectively evaluated for impairment ($16) ($21) ($49)
The adequacy of the allowance for losses is assessed quarterly. Three primary factors influencing the level
of our allowance for losses on customer financing receivables are customer credit ratings, default rates
and collateral values. We assign internal credit ratings for all customers and determine the creditworthiness
of each customer based upon publicly available information and information obtained directly from our
customers. Our rating categories are comparable to those used by the major credit rating agencies.
Our financing receivable balances at December 31 by internal credit rating category are shown below:
Rating categories 2015 2014

BBB $973 $1,055
BB 536
B 258 633
CCC 23 131
Other 86 86
Total carrying value of financing receivables $1,876 $1,905
At December 31, 2015, our allowance related to receivables with ratings of B, BB and BBB. We applied
default rates that averaged 16%, 10% and 2% to the exposure associated with those receivables.
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Customer Financing Exposure
Customer financing is collateralized by security in the related asset. The value of the collateral is closely
tied to commercial airline performance and overall market conditions and may be subject to reduced
valuation with market decline. Declines in collateral values are also a significant driver of our allowance
for losses. Generally, out-of-production aircraft have experienced greater collateral value declines than in-
production aircraft.
Our customer financing portfolio is primarily collateralized by out-of-production aircraft. The majority of
customer financing carrying values are concentrated in the following aircraft models at December 31:
2015 2014
717 Aircraft ($372 and $421 accounted for as operating leases) $1,415 $1,562
747 Aircraft (Accounted for as operating leases) 1,038 601
MD-80 Aircraft (Accounted for as sales-type finance leases) 314 358
757 Aircraft ($48 and $349 accounted for as operating leases) 270 370
MD-11 Aircraft (Accounted for as operating leases) 35 114
Charges related to customer financing asset impairment for the years ended December 31 were as follows:
2015 2014 2013

Boeing Capital $162 $139 $67
Other Boeing 45 14
Total $162 $184 $81
Scheduled receipts on customer financing are as follows:
Beyond
Year 2016 2017 2018 2019 2020 2020
Principal payments on notes receivable $54 $38 $104 $56 $4
Sales-type/finance lease payments receivable 255 231 220 207 174 $450
Operating lease equipment payments receivable 593 120 100 86 71 357
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Note 8 – Property, Plant and Equipment
Property, plant and equipment at December 31 consisted of the following:
2015 2014
Land $536 $560
Buildings and land improvements 12,397 11,767
Machinery and equipment 13,187 12,867
Construction in progress 2,242 1,502
Gross property, plant and equipment 28,362 26,696
Less accumulated depreciation (16,286) (15,689)
Total $12,076 $11,007
Depreciation expense was $1,357, $1,414 and $1,338 for the years ended December 31, 2015, 2014 and
2013, respectively. Interest capitalized during the years ended December 31, 2015, 2014 and 2013 totaled
$158, $102 and $87, respectively.
Rental expense for leased properties was $267, $277 and $287, for the years ended December 31, 2015,
2014 and 2013, respectively. At December 31, 2015, minimum rental payments under capital leases
aggregated $157. Minimum rental payments under operating leases with initial or remaining terms of one
year or more aggregated $1,515, net of sublease payments of $13 at December 31, 2015. Payments due
under operating and capital leases net of sublease amounts and non-cancellable future rentals during the
next five years are as follows:
2016 2017 2018 2019 2020

Minimum operating lease payments, net of sublease amounts $240 $217 $182 $157 $117
Minimum capital lease payments 55 47 29 12 4
Accounts payable related to purchases of property, plant and equipment were $502 and $299 for the years
ended December 31, 2015 and 2014.
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Note 9 – Investments
Our investments, which are recorded in Short-term and other investments or Investments, consisted of
the following at December 31:
2015 2014
Time deposits $456 $1,295
Pledged money market funds(1) 38 38
Available-for-sale investments 244 7
Equity method investments (2) 1,230 1,114
Restricted cash(3) 31 26
Other investments 35 33
Total $2,034 $2,513
(1)
Reflects amounts pledged in lieu of letters of credit as collateral in support of our workers’ compensation
programs. These funds can become available within 30 days notice upon issuance of letters of credit.
(2)
Dividends received were $239 and $293 during 2015 and 2014. Retained earnings at December 31,
2015 include undistributed earnings from our equity method investments of $251.
(3)
Restricted to pay certain claims related to workers’ compensation and life insurance premiums for
certain employees.
Equity Method Investments
Our equity method investments consisted of the following as of December 31:
Ownership
Segment Percentages Investment Balance
2015 2014
United Launch Alliance Network & Space Systems (N&SS) 50% $908 $916
Other Commercial Airplanes, N&SS and Global
Services & Support (GS&S) 322 198
Total equity method investments $1,230 $1,114
Note 10 – Other Assets
Sea Launch
At December 31, 2015 and 2014, Other assets included $356 of receivables related to our former investment
in the Sea Launch venture which became payable by certain Sea Launch partners following Sea Launch’s
bankruptcy filing in June 2009. The $356 includes $147 related to a payment made by us under a bank
guarantee on behalf of Sea Launch and $209 related to loans (partner loans) we made to Sea Launch.
The net amounts owed to Boeing by each of the partners are as follows: S.P. Koroley Rocket and Space
Corporation Energia of Russia – $223, PO Yuzhnoye Mashinostroitelny Zavod of Ukraine – $89 and KB
Yuzhnoye of Ukraine – $44.
Although each partner is contractually obligated to reimburse us for its share of the bank guarantee, the
Russian and Ukrainian partners have raised defenses to enforcement and contested our claims. On
February 1, 2013, we filed an action in the United States District Court for the Central District of California
seeking reimbursement from the other Sea Launch partners of the $147 bank guarantee payment and the
$209 partner loan obligations. On September 28, 2015, the district court granted summary judgment in
77

Boeing’s favor on all claims against the other partners. Further proceedings will determine the final damage
amount, including potential interest payments. If the partners decide to appeal or seek reconsideration of
the district court’s ruling additional proceedings would ensue. Prior to these proceedings, we had filed a
Notice of Arbitration with the Stockholm Chamber of Commerce seeking reimbursement from the other
partners for a portion of these amounts. In 2010, the arbitrator ruled that the Stockholm Chamber of
Commerce lacked jurisdiction to hear the matter, which ruling has been on appeal in the Swedish appellate
courts since mid-2014. During the fourth quarter of 2015, the Supreme Court of Sweden confirmed our
right to pursue this appeal in the Swedish appellate courts. We believe the partners have the financial
wherewithal to pay and intend to pursue vigorously all of our rights and remedies. In the event we are
unable to secure reimbursement of $147 related to our payment under the bank guarantee and $209
related to partner loans made to Sea Launch, we could incur additional charges. Our current assessment
as to the collectability of these receivables takes into account the current economic conditions in Russia
and Ukraine, although we will continue to monitor the situation.
Spirit AeroSystems
As of December 31, 2015, Other assets included $140 of receivables related to an indemnification from
Spirit AeroSystems, Inc. (Spirit), for costs incurred related to pension and retiree medical obligations of
former Boeing employees that were subsequently employed by Spirit. During the fourth quarter of 2014,
Boeing filed a complaint against Spirit in Delaware Superior Court seeking to enforce our rights to
indemnification and to recover from Spirit amounts incurred by Boeing for pension and retiree medical
obligations. We expect to fully recover from Spirit and do not expect to incur any losses.
Note 11 – Liabilities, Commitments and Contingencies
Accrued Liabilities
Accrued liabilities at December 31 consisted of the following:
2015 2014
Accrued compensation and employee benefit costs $5,624 $5,868
Environmental 566 601
Product warranties 1,485 1,504
Forward loss recognition 757 414
Dividends payable 721 637
Income Taxes Payable 262 119
Other 4,599 4,319
Total $14,014 $13,462
Environmental
The following table summarizes environmental remediation activity during the years ended December 31,
2015 and 2014.
2015 2014
Beginning balance – January 1 $601 $649
Reductions for payments made (78) (89)
Changes in estimates 43 41
Ending balance – December 31 $566 $601
78

The liabilities recorded represent our best estimate or the low end of a range of reasonably possible costs
expected to be incurred to remediate sites, including operation and maintenance over periods of up to 30
years. It is reasonably possible that we may incur charges that exceed these recorded amounts because
of regulatory agency orders and directives, changes in laws and/or regulations, higher than expected costs
and/or the discovery of new or additional contamination. As part of our estimating process, we develop a
range of reasonably possible alternate scenarios that includes the high end of a range of reasonably
possible cost estimates for all remediation sites for which we have sufficient information based on our
experience and existing laws and regulations. There are some potential remediation obligations where
the costs of remediation cannot be reasonably estimated. At December 31, 2015 and 2014, the high end
of the estimated range of reasonably possible remediation costs exceeded our recorded liabilities by $853
and $874.
Product Warranties
The following table summarizes product warranty activity recorded during the years ended December 31,
2015 and 2014.
2015 2014
Beginning balance – January 1 $1,504 $1,570
Additions for current year deliveries 421 566
Reductions for payments made (323) (432)
Changes in estimates (117) (200)
Ending balance - December 31 $1,485 $1,504
Commercial Aircraft Commitments
In conjunction with signing definitive agreements for the sale of new aircraft (Sale Aircraft), we have entered
into trade-in commitments with certain customers that give them the right to trade in used aircraft at a
specified price upon the purchase of Sale Aircraft. The probability that trade-in commitments will be
exercised is determined by using both quantitative information from valuation sources and qualitative
information from other sources. The probability of exercise is assessed quarterly, or as events trigger a
change, and takes into consideration the current economic and airline industry environments. Trade-in
commitments, which can be terminated by mutual consent with the customer, may be exercised only during
the period specified in the agreement, and require advance notice by the customer.
Trade-in commitment agreements at December 31, 2015 have expiration dates from 2016 through 2026.
At December 31, 2015 and 2014, total contractual trade-in commitments were $1,585 and $2,392. As of
December 31, 2015 and 2014, we estimated that it was probable we would be obligated to perform on
certain of these commitments with net amounts payable to customers totaling $240 and $446 and the fair
value of the related trade-in aircraft was $240 and $446.
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Financing Commitments
Financing commitments related to aircraft on order, including options and those proposed in sales
campaigns, totaled $16,283 and $16,723 as of December 31, 2015 and 2014. The estimated earliest
potential funding dates for these commitments as of December 31, 2015 are as follows:
Total
2016 $2,897
2017 3,664
2018 3,235
2019 2,884
2020 1,321
Thereafter 2,282
$16,283
As of December 31, 2015, $15,919 of these financing commitments related to customers we believe have
less than investment-grade credit. We have concluded that no reserve for future potential losses is required
for these financing commitments based upon the terms, such as collateralization and interest rates, under
which funding would be provided.
Standby Letters of Credit and Surety Bonds
We have entered into standby letters of credit and surety bonds with financial institutions primarily relating
to the guarantee of our future performance on certain contracts. Contingent liabilities on outstanding letters
of credit agreements and surety bonds aggregated approximately $4,968 and $3,985 as of December 31,
2015 and 2014.
Commitments to ULA
We and Lockheed Martin Corporation have each committed to provide ULA with additional capital
contributions in the event ULA does not have sufficient funds to make a required payment to us under an
inventory supply agreement. As of December 31, 2015, ULA’s total remaining obligation to Boeing under
the inventory supply agreement was $120. See Note 6.
C-17
Production of the C-17 aircraft ended in the fourth quarter of 2015. At December 31, 2015, one aircraft
remained unsold, while our backlog includes international orders for four C-17 aircraft that are scheduled
for delivery in 2016. During 2015 we received orders for six C-17 aircraft and we believe it is probable that
we will receive an order for the remaining unsold aircraft from an international customer. Should an order
not materialize we could incur charges to write down inventory.
F/A-18
At December 31, 2015, our backlog included 48 F/A-18 aircraft under contract with the U.S. Navy. The
orders in backlog include an order for 15 aircraft finalized in October 2015. The Consolidated Appropriations
Act, 2016, passed in December 2015, funds 12 additional F/A-18 aircraft that, combined with the orders
in backlog, would complete production in mid-2018. The President’s Fiscal Year 2017 Budget request
submitted in February 2016 includes funding for two additional F/A-18 aircraft. We are continuing to work
with our U.S. customers as well as international customers to secure additional orders that would extend
the program beyond 2018.
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Should additional orders not materialize, it is reasonably possible that we will decide to end production of
the F/A-18 in 2018. We are still evaluating the full financial impact of a potential production shutdown,
including any recovery that may be available from the U.S. government.
KC-46A Tanker
We have also begun work on low rate initial production aircraft for the U.S. Air Force (USAF). The USAF
is expected to authorize two low rate initial production lots in 2016 for a total of 19 aircraft, subject to
satisfactory progress being made on the Engineering, Manufacturing and Development contract. At
December 31, 2015, we had approximately $429 of capitalized precontract costs and $1,589 of potential
termination liabilities to suppliers associated with the KC-46A Tanker.
Company Owned Life Insurance
McDonnell Douglas Corporation insured its executives with Company Owned Life Insurance (COLI), which
are life insurance policies with a cash surrender value. Although we do not use COLI currently, these
obligations from the merger with McDonnell Douglas are still a commitment at this time. We have loans
in place to cover costs paid or incurred to carry the underlying life insurance policies. As of December 31,
2015 and 2014, the cash surrender value was $487 and $466 and the total loans were $456 and $439.
As we have the right to offset the loans against the cash surrender value of the policies, we present the
net asset in Other assets on the Consolidated Statements of Financial Position as of December 31, 2015
and 2014.
United States Government Defense Environment Overview
The enactment of The Bipartisan Budget Act of 2015 in November 2015 established overall defense
spending levels for FY2016 and FY2017. However, uncertainty remains with respect to levels of defense
spending for FY2018 and beyond, including risk of future sequestration cuts. Significant uncertainty also
continues with respect to program-level appropriations for the U.S. Department of Defense (U.S. DoD)
and other government agencies, including the National Aeronautics and Space Administration, within the
overall budgetary framework described above. Future budget cuts, including cuts mandated by
sequestration, or future procurement decisions associated with the authorization and appropriations
process could result in reductions, cancellations and/or delays of existing contracts or programs. Any of
these impacts could have a material effect on the results of the Company’s operations, financial position
and/or cash flows.
In addition to the risks described above, if Congress is unable to pass appropriations bills in a timely
manner, a government shutdown could result which may have impacts above and beyond those resulting
from budget cuts, sequestration impacts or program-level appropriations. For example, requirements to
furlough employees in the U.S. DoD or other government agencies could result in payment delays, impair
our ability to perform work on existing contracts, and/or negatively impact future orders.
KC-46A Tanker and BDS Fixed-Price Development Contracts
Fixed-price development work is inherently uncertain and subject to significant variability in estimates of
the cost and time required to complete the work. BDS fixed-price contracts with significant development
work include Commercial Crew, Saudi F-15, USAF KC-46A Tanker and commercial and military satellites.
The operational and technical complexities of these contracts create financial risk, which could trigger
termination provisions, order cancellations or other financially significant exposure. Changes to cost and
revenue estimates could result in lower margins or material charges for reach-forward losses. For example,
during the second quarter of 2015, higher estimated costs to complete the KC-46A Tanker contract for the
USAF resulted in a reach-forward loss of $835.
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Recoverable Costs on Government Contracts
Our final incurred costs for each year are subject to audit and review for allowability by the U.S. government,
which can result in payment demands related to costs they believe should be disallowed. We work with
the U.S. government to assess the merits of claims and where appropriate reserve for amounts disputed.
If we are unable to satisfactorily resolve disputed costs, we could be required to record an earnings charge
and/or provide refunds to the U.S. government.
Russia/Ukraine
We continue to monitor political unrest involving Russia and Ukraine, where we and some of our suppliers
source titanium products and/or have operations. A number of our commercial customers also have
operations in Russia and Ukraine. To date, we have not experienced any significant disruptions to
production or deliveries. Should suppliers or customers experience disruption, our production and/or
deliveries could be materially impacted.
747 Program
During the fourth quarter of 2015, we recorded a charge of $885 to recognize a reach-forward loss on the
747 program primarily due to slower than expected growth in global cargo markets, resulting in market
and pricing pressures and fewer orders than anticipated driving reductions in our planned production rates.
The charge is primarily related to lower anticipated revenues reflecting ongoing pricing and market
pressures as well as higher estimated costs due to the reduction in the production rate from 1.0 per month
to 0.5 per month in September 2016. We currently plan to return to a rate of 1.0 per month in 2019. We
have a number of completed aircraft in inventory as well as unsold production positions and we remain
focused on obtaining additional orders and implementing cost-reduction efforts. If we are unable to obtain
sufficient orders in 2016 and/or market, production and other risks cannot be mitigated, the program could
face an additional reach-forward loss that may be material.
787 Program
During 2015 the 787 program continued to have near breakeven gross margins. The combination of
production challenges, change incorporation on early build aircraft, schedule delays, customer and supplier
impacts and changes to price escalation factors has created significant pressure on program profitability.
If risks related to this program, including risks associated with planned production rate increases or
introducing and manufacturing the 787-10 derivative as scheduled cannot be mitigated, the program could
face additional customer claims and/or supplier assertions, as well as a reach-forward loss that may be
material.
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Note 12 – Arrangements with Off-Balance Sheet Risk
We enter into arrangements with off-balance sheet risk in the normal course of business, primarily in the
form of guarantees.
The following table provides quantitative data regarding our third party guarantees. The maximum potential
payments represent a “worst-case scenario,” and do not necessarily reflect amounts that we expect to
pay. Estimated proceeds from collateral and recourse represent the anticipated values of assets we could
liquidate or receive from other parties to offset our payments under guarantees. The carrying amount of
liabilities represents the amount included in Accrued liabilities.
Estimated
Maximum Proceeds from Carrying
Potential Collateral/ Amount of
Payments Recourse Liabilities
December 31, 2015 2014 2015 2014 2015 2014
Contingent repurchase commitments $1,529 $1,375 $1,510 $1,364 $7 $5
Indemnifications to ULA:
Contributed Delta program launch
inventory 107 114
Contract pricing 261 261 7 7
Other Delta contracts 231 150 5
Other indemnifications 63 20
Credit guarantees 30 30 27 27 2 2
Contingent Repurchase Commitments The repurchase price specified in contingent repurchase

commitments is generally lower than the expected fair value at the specified repurchase date. Estimated
proceeds from collateral/recourse in the table above represent the lower of the contracted repurchase
price or the expected fair value of each aircraft at the specified repurchase date.
Indemnifications to ULA In 2006, we agreed to indemnify ULA through December 31, 2020 against
potential non-recoverability and non-allowability of $1,360 of Boeing Delta launch program inventory
included in contributed assets plus $1,860 of inventory subject to an inventory supply agreement which
ends on March 31, 2021. Since inception, ULA has consumed $1,253 of the $1,360 of inventory that was
contributed by us and has yet to consume $107. Under the inventory supply agreement, we have recorded
revenues and cost of sales of $1,367 through December 31, 2015. ULA has made payments of $1,740 to
us under the inventory supply agreement and we have made $71 of indemnification payments to ULA.
We agreed to indemnify ULA against potential losses that ULA may incur in the event ULA is unable to
obtain certain additional contract pricing from the USAF for four satellite missions. We believe ULA is
entitled to additional contract pricing. In December 2008, ULA submitted a claim to the USAF to re-price
the contract value for two satellite missions. In March 2009, the USAF issued a denial of that claim. In
June 2009, ULA filed a notice of appeal, and in October 2009, ULA filed a complaint before the Armed
Services Board of Contract Appeals (ASBCA) for a contract adjustment for the price of the two satellite
missions. In September 2009, the USAF exercised its option for a third satellite mission. During the third
quarter of 2010, ULA submitted a claim to the USAF to re-price the contract value of the third mission. The
USAF did not exercise an option for a fourth mission prior to the expiration of the contract. In March 2011,
ULA filed a notice of appeal before the ASBCA, seeking to re-price the third mission. On November 20,
2013, the ASBCA denied USAF motions for summary judgment against ULA in large part, leaving ULA’s
claims against the USAF substantially intact. The hearing before the ASBCA concluded on December 20,
2013. The parties filed their final post-hearing briefs in May 2014. The ASBCA may now issue a decision
at any time. If ULA is ultimately unsuccessful in obtaining additional pricing, we may be responsible for an
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indemnification payment up to $261 and may record up to $277 in pre-tax losses associated with the three
missions.
Potential payments for Other Delta contracts include $85 related to deferred support costs and $91 related
to deferred production costs. In June 2011, the Defense Contract Management Agency (DCMA) notified
ULA that it had determined that $271 of deferred support costs are not recoverable under government
contracts. In December 2011, the DCMA notified ULA of the potential non-recoverability of an additional
$114 of deferred production costs. ULA and Boeing believe that all costs are recoverable and in November
2011, ULA filed a certified claim with the USAF for collection of deferred support and production costs.
The USAF issued a final decision denying ULA’s certified claim in May 2012. On June 14, 2012, Boeing
and ULA filed a suit in the Court of Federal Claims seeking recovery of the deferred support and production
costs from the U.S. government. On November 9, 2012, the U.S. government filed an answer to our claim
and asserted a counterclaim for credits that it alleges were offset by deferred support cost invoices. We
believe that the U.S. government’s counterclaim is without merit, and have filed an answer challenging it
on multiple grounds. The litigation is in the discovery phase and the Court has not yet set a trial date. If,
contrary to our belief, it is determined that some or all of the deferred support or production costs are not
recoverable, we could be required to record pre-tax losses and make indemnification payments to ULA
for up to $317 of the costs questioned by the DCMA.
Other Indemnifications In conjunction with our sales of Electron Dynamic Devices, Inc. and Rocketdyne
Propulsion and Power businesses and our Commercial Airplanes facilities in Wichita, Kansas and Tulsa
and McAlester, Oklahoma, we agreed to indemnify, for an indefinite period, the buyers for costs relating
to pre-closing environmental conditions and certain other items. We are unable to assess the potential
number of future claims that may be asserted under these indemnifications, nor the amounts thereof (if
any). As a result, we cannot estimate the maximum potential amount of future payments under these
indemnities and therefore, no liability has been recorded. To the extent that claims have been made under
these indemnities and/or are probable and reasonably estimable, liabilities associated with these
indemnities are included in the environmental liability disclosure in Note 11.
Credit Guarantees We have issued credit guarantees, principally to facilitate the sale and/or financing of
commercial aircraft. Under these arrangements, we are obligated to make payments to a guaranteed party
in the event that lease or loan payments are not made by the original lessee or debtor or certain specified
services are not performed. A substantial portion of these guarantees has been extended on behalf of
original lessees or debtors with less than investment-grade credit. Our commercial aircraft credit guarantees
are collateralized by the underlying commercial aircraft and certain other assets. Current outstanding credit
guarantees expire within the next five years.
Industrial Revenue Bonds
Industrial Revenue Bonds (IRB) issued by the City of Wichita and St. Louis County were used to finance
the purchase and/or construction of real and personal property at our Wichita and St. Louis sites. Tax
benefits associated with IRBs include a ten-year property tax abatement and a sales tax exemption from
the Kansas Department of Revenue, and a twelve-year property tax abatement and sales tax exemption
from St. Louis County. We record these properties on our Consolidated Statements of Financial Position,
along with capital lease obligations to repay the proceeds of the IRBs. We have also purchased the IRBs
and therefore are the bondholders as well as the borrower/lessee of the properties purchased with the
IRB proceeds.
The capital lease obligations and IRB assets are recorded net in the Consolidated Statements of Financial
Position. As of December 31, 2015 and 2014, the assets and liabilities associated with the City of Wichita
and St. Louis County IRBs were $584 and $638.
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Note 13 – Debt
On February 20, 2015, we issued $750 of fixed rate senior notes consisting of $250 due March 1, 2025
that bear an annual interest rate of 2.5%, $250 due March 1, 2035 that bear an annual interest rate of
3.3%, and $250 due March 1, 2045 that bear an annual interest rate of 3.5%. The notes are unsecured
senior obligations and rank equally in right of payment with our existing and future unsecured and
unsubordinated indebtedness. The net proceeds of the issuance totaled $722, after deducting underwriting
discounts, commissions and offering expenses.
On October 29, 2015, we issued $900 of fixed rate senior notes consisting of $350 due October 30, 2020
that bear an annual interest rate of 1.65%, $250 due October 30, 2022 that bear interest at the rate of
2.2%, and $300 due October 30, 2025 that bear interest at the rate of 2.6%. The notes are unsecured
senior obligations and rank equally in right of payment with our existing and future unsecured and
unsubordinated indebtedness. The net proceeds of the issuance totaled $881, after deducting underwriting
discounts, commissions and offering expenses.
Interest incurred, including amounts capitalized, was $497, $504 and $548 for the years ended December
31, 2015, 2014 and 2013, respectively. Interest expense recorded by BCC is reflected as Boeing Capital
interest expense on our Consolidated Statements of Operations. Total Company interest payments were
$488, $511 and $551 for the years ended December 31, 2015, 2014 and 2013, respectively.
We have $4,980 currently available under credit line agreements, of which $2,465 is a 364-day revolving
credit facility expiring in November 2016 and $2,365 expires in November 2020, $90 in November 2019,
and $60 in November 2017. The 364-day credit facility has a one-year term out option which allows us to
extend the maturity of any borrowings one year beyond the aforementioned expiration date. We continue
to be in full compliance with all covenants contained in our debt or credit facility agreements.
Short-term debt and current portion of long-term debt at December 31 consisted of the following:
2015 2014
Unsecured debt securities $1,004 $755
Non-recourse debt and notes 36 38
Capital lease obligations 53 64
Other notes 141 72
Total $1,234 $929
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Debt at December 31 consisted of the following:
2015 2014
Unsecured debt securities
Variable rate: 3-month USD LIBOR plus 12.5 basis points due 2017 $250 $250
0.95% - 4.88% due through 2045 5,075 4,223
5.88% - 6.88% due through 2043 2,381 2,394
7.25% - 8.75% due through 2043 1,645 1,657
Non-recourse debt and notes
6.98% - 7.38% notes due through 2021 163 201
Capital lease obligations due through 2024 150 161
Other notes 300 184
Total debt $9,964 $9,070
Total debt is attributable to:
2015 2014
BCC $2,355 $2,412
Other Boeing 7,609 6,658
Total debt $9,964 $9,070
At December 31, 2015, $163 of debt (non-recourse debt, notes and capital lease obligations) was
collateralized by customer financing assets totaling $295.
Scheduled principal payments for debt and minimum capital lease obligations for the next five years are
as follows:
2016 2017 2018 2019 2020

Scheduled principal payments $1,242 $368 $703 $1,248 $1,126
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Note 14 – Postretirement Plans
company-funded defined contribution retirement savings plan in 2016.
We fund our major pension plans through trusts. Pension assets are placed in trust solely for the benefit
of the plans’ participants, and are structured to maintain liquidity that is sufficient to pay benefit obligations
as well as to keep pace over the long-term with the growth of obligations for future benefit payments.
We also have other postretirement benefits (OPB) other than pensions which consist principally of health
care coverage for eligible retirees and qualifying dependents, and to a lesser extent, life insurance to
certain groups of retirees. Retiree health care is provided principally until age 65 for approximately half
those retirees who are eligible for health care coverage. Certain employee groups, including employees
covered by most United Auto Workers bargaining agreements, are provided lifetime health care coverage.
The funded status of the plans is measured as the difference between the plan assets at fair value and
the projected benefit obligation (PBO). We have recognized the aggregate of all overfunded plans in Other
assets, and the aggregate of all underfunded plans in either Accrued retiree health care or Accrued pension
plan liability, net. The portion of the amount by which the actuarial present value of benefits included in
the PBO exceeds the fair value of plan assets, payable in the next 12 months, is reflected in Accrued
liabilities.
The components of net periodic benefit cost were as follows:
Other Postretirement
Pension Benefits
Years ended December 31, 2015 2014 2013 2015 2014 2013
Service cost $1,764 $1,661 $1,886 $140 $129 $148
Interest cost 2,990 3,058 2,906 248 289 263
Expected return on plan assets (4,031) (4,169) (3,874) (8) (8) (6)
Amortization of prior service costs/
(credits) 196 177 196 (136) (144) (180)
Recognized net actuarial loss 1,577 1,020 2,231 31 8 95
Settlement/curtailment/other losses 290 461 104 10 1
Net periodic benefit cost $2,786 $2,208 $3,449 $285 $275 $320
Net periodic benefit cost included in
Earnings from operations $2,366 $3,215 $3,036 $288 $287 $353
In 2015, we recorded charges of $290 related to curtailments and other benefit changes associated with
certain of our defined benefit plans.
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The following tables show changes in the benefit obligation, plan assets and funded status of both pensions
and OPB for the years ended December 31, 2015 and 2014. Benefit obligation balances presented below
reflect the PBO for our pension plans, and accumulated postretirement benefit obligations (APBO) for our
OPB plans.
Other
Postretirement
Pension Benefits
2015 2014 2015 2014
Change in benefit obligation
Beginning balance $78,391 $68,625 $7,306 $7,008
Service cost 1,764 1,661 140 129
Interest cost 2,990 3,058 248 289
Plan participants’ contributions 5 6
Amendments (1,379) 51 (19) (43)
Actuarial (gain)/loss (3,505) 10,655 (89) 334
Settlement/curtailment/other (457) (2,518) 10 7
Gross benefits paid (3,382) (3,126) (486) (449)
Subsidies 43 39
Exchange rate adjustment (39) (21) (15) (8)
Ending balance $74,388 $78,391 $7,138 $7,306
Change in plan assets
Beginning balance at fair value $61,119 $58,131 $141 $140
Actual return/(loss) on plan assets (701) 5,893 1 10
Company contribution 59 784 5 8
Plan participants’ contributions 5 6 5 2
Settlement payments (649) (640)
Benefits paid (3,284) (3,039) (20) (19)
Exchange rate adjustment (35) (16)
Ending balance at fair value $56,514 $61,119 $132 $141
Amounts recognized in statement of financial
position at December 31 consist of:
Other assets $10 $3
Other accrued liabilities (101) (93) ($390) ($363)
Accrued retiree health care (6,616) (6,802)
Accrued pension plan liability, net (17,783) (17,182)
Net amount recognized ($17,874) ($17,272) ($7,006) ($7,165)
Amounts recognized in Accumulated other comprehensive loss at December 31 were as follows:
Other
Postretirement
Pension Benefits
2015 2014 2015 2014
Net actuarial loss $20,871 $21,321 $781 $877
Prior service costs/(credits) (1,195) 385 (397) (512)
Total recognized in Accumulated other comprehensive loss $19,676 $21,706 $384 $365
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The estimated amount that will be amortized from Accumulated other comprehensive loss into net periodic
benefit cost during the year ending December 31, 2016 is as follows:
Other
Postretirement
Pension Benefits
Recognized net actuarial loss $787 $22
Amortization of prior service costs/(credits) 38 (126)
Total $825 ($104)
The accumulated benefit obligation (ABO) for all pension plans was $72,330 and $75,655 at December
31, 2015 and 2014. Key information for our plans with ABO in excess of plan assets as of December 31
was as follows:
2015 2014
Projected benefit obligation $74,188 $78,358
Accumulated benefit obligation 72,121 75,622
Fair value of plan assets 56,306 61,082
Assumptions
The following assumptions, which are the weighted average for all plans, are used to calculate the benefit
obligation at December 31 of each year and the net periodic benefit cost for the subsequent year.
December 31, 2015 2014 2013

Discount rate:
Pension 4.20% 3.90% 4.80%
Other postretirement benefits 3.80% 3.50% 4.20%
Expected return on plan assets 7.00% 7.00% 7.50%
Rate of compensation increase 4.00% 3.80% 4.00%
The discount rate for each plan is determined based on the plans’ expected future benefit payments using
a yield curve developed from high quality bonds that are rated as Aa or better by at least half of the four
rating agencies utilized as of the measurement date. The yield curve is fitted to yields developed from
bonds at various maturity points. Bonds with the ten percent highest and the ten percent lowest yields are
omitted. A portfolio of about 400 bonds is used to construct the yield curve. Since corporate bond yields
are generally not available at maturities beyond 30 years, it is assumed that spot rates will remain level
beyond that 30-year point. The present value of each plan’s benefits is calculated by applying the discount
rates to projected benefit cash flows. All bonds are U.S. issues, with a minimum outstanding of $50.
The pension fund’s expected return on plan assets assumption is derived from a review of actual historical
returns achieved by the pension trust and anticipated future long-term performance of individual asset
classes. While consideration is given to recent trust performance and historical returns, the assumption
represents a long-term, prospective return. The expected return on plan assets component of the net
periodic benefit cost for the upcoming plan year is determined based on the expected return on plan assets
assumption and the market-related value of plan assets (MRVA). Since our adoption of the accounting
standard for pensions in 1987, we have determined the MRVA based on a five-year moving average of
plan assets. As of December 31, 2015, the MRVA was approximately $2,731 greater than the fair market
value of assets.
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Assumed health care cost trend rates were as follows:
December 31, 2015 2014 2013

Health care cost trend rate assumed next year 6.50% 7.00% 7.00%
Ultimate trend rate 5.00% 5.00% 5.00%
Year that trend reached ultimate rate 2021 2018 2018
Assumed health care cost trend rates have a significant effect on the amounts reported for the health care
plans. To determine the health care cost trend rates we look at a combination of information including
ongoing claims cost monitoring, annual statistical analyses of claims data, reconciliation of forecast claims
against actual claims, review of trend assumptions of other plan sponsors and national health trends, and
adjustments for plan design changes, workforce changes, and changes in plan participant behavior. A
one-percentage-point change in assumed health care cost trend rates would have the following effect:
Increase Decrease
Effect on total of service and interest cost $54 ($44)
Effect on postretirement benefit obligation 647 (551)
Plan Assets
Investment Strategy The overall objective of our pension assets is to earn a rate of return over time to
satisfy the benefit obligations of the pension plans and to maintain sufficient liquidity to pay benefits and
address other cash requirements of the pension fund. Specific investment objectives for our long-term
investment strategy include reducing the volatility of pension assets relative to pension liabilities, achieving
a competitive total investment return, achieving diversification between and within asset classes and
managing other risks. Investment objectives for each asset class are determined based on specific risks
and investment opportunities identified.
We periodically update our long-term, strategic asset allocations. We use various analytics to determine
the optimal asset mix and consider plan liability characteristics, liquidity characteristics, funding
requirements, expected rates of return and the distribution of returns. We identify investment benchmarks
for the asset classes in the strategic asset allocation that are market-based and investable where possible.
Actual allocations to each asset class vary from target allocations due to periodic investment strategy
changes, market value fluctuations, the length of time it takes to fully implement investment allocation
positions, and the timing of benefit payments and contributions. Short-term investments and exchange-
traded derivatives are used to rebalance the actual asset allocation to the target asset allocation. The
asset allocation is monitored and rebalanced on a monthly basis.
The actual and target allocations by asset class for the pension assets at December 31 were as follows:
Actual Allocations Target Allocations

Asset Class 2015 2014 2015 2014
Fixed income 48% 48% 47% 47%
Global equity 28 29 29 26
Private equity 5 5 5 6
Real estate and real assets 9 9 9 11
Hedge funds (1) 10 9 10 10
Total 100% 100% 100% 100%
(1)
As of January 1, 2015 the global strategies asset class was consolidated with the hedge funds asset
class.
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Fixed income securities are invested primarily in a diversified portfolio of long duration instruments. Global
equity securities are invested in a diversified portfolio of U.S. and non-U.S. companies, across various
industries and market capitalizations.
Real estate and real assets include global private investments that may be held through an investment in
a limited partnership (LP) or other fund structures and publicly traded investments (such as Real Estate
Investment Trusts (REITs) in the case of real estate). Real estate includes, but is not limited to, investments
in office, retail, apartment and industrial properties. Real assets include, but are not limited to, investments
in natural resources (such as energy, farmland and timber), commodities and infrastructure. Private equity
investment vehicles are primarily limited partnerships (LPs) and fund-of-funds that mainly invest in U.S.
and non-U.S. leveraged buyout, venture capital and special situation strategies.
Hedge fund investments seek to capitalize on inefficiencies identified across and within different asset
classes or markets. Hedge fund strategy types include, but are not limited to directional, event driven,
relative value, long-short and multi-strategy.
Investment managers are retained for explicit investment roles specified by contractual investment
guidelines. Certain investment managers are authorized to use derivatives, such as equity or bond futures,
swaps, options and currency futures or forwards. Derivatives are used to achieve the desired market
exposure of a security or an index, transfer value-added performance between asset classes, achieve the
desired currency exposure, adjust portfolio duration or rebalance the total portfolio to the target asset
allocation.
As a percentage of total pension plan assets, derivative net notional amounts were 13.1% and 3.5% for
fixed income, including to-be-announced mortgage-backed securities and treasury forwards, and 4.0%
and 2.0% for global equity and commodities at December 31, 2015 and 2014.
Risk Management In managing the plan assets, we review and manage risk associated with funded status
risk, interest rate risk, market risk, counterparty risk, liquidity risk and operational risk. Liability matching
and asset class diversification are central to our risk management approach and are integral to the overall
investment strategy. Further, asset classes are constructed to achieve diversification by investment
strategy, by investment manager, by industry or sector and by holding. Investment manager guidelines for
publicly traded assets are specified and are monitored regularly through the custodian. Credit parameters
for counterparties have been established for managers permitted to trade over-the-counter derivatives.
Valuation is governed through several types of procedures, including reviews of manager valuation policies,
custodian valuation processes, pricing vendor practices, pricing reconciliation, and periodic, security-
specific valuation testing.
Fair Value Measurements The following table presents our plan assets using the fair value hierarchy as
of December 31, 2015 and 2014. The fair value hierarchy has three levels based on the reliability of the
inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in
active markets for identical assets. Level 2 refers to fair values estimated using significant other observable
inputs, and Level 3 includes fair values estimated using significant unobservable inputs. We have
retrospectively adopted ASU No. 2015-07, Disclosures for Investments in Certain Entities that calculate
Net Asset Value Per Share. The fair value hierarchy now excludes certain investments which are valued
using Net Asset Value (NAVs) as a practical expedient.
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December 31, 2015 December 31, 2014
Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Fixed income securities:
Corporate $16,339 $16,336 $3 $17,488 $17,486 $2
U.S. government and
agencies 4,801 4,800 1 5,224 5,224
Mortgage backed and
asset backed 830 382 448 1,207 596 611
Municipal 1,475 1,475 1,636 1,636
Sovereign 907 907 1,073 1,073
Other 83 9 74 246 9 237
Derivatives:
Assets 25 25 49 49
Liabilities (67) (67) (66) (66)
Cash equivalents and other
short-term investments 1,015 1,015 792 792
Equity securities:
U.S. common and
preferred stock (1) 5,165 5,164 1 7,605 7,605
Non-U.S. common and
preferred stock 5,712 5,710 2 7,151 7,139 11 1
Derivatives:
Assets 11 11 9 9
Liabilities (3) (3) (5) (5)
Private equity (1) 3 3 3 3
Real estate and real assets:
Real estate 447 447 500 500
Real assets 632 351 275 6 743 369 370 4
Derivatives:
Assets 3 3 2 2
Liabilities (2) (2) (11) (11)
Total $37,376 $11,681 $25,231 $464 $43,646 $15,622 $27,403 $621
Fixed income common/

collective/pooled funds $1,753 $2,127
Fixed income other 247 252
Equity common/collective
pooled funds 4,948 2,658
Private equity 2,611 2,924
Real estate and real assets 3,637 3,523
Hedge funds 5,478 5,620
Total investments measured at
NAV as a practical expedient $18,674 $17,104
Cash $162 $115
Receivables 435 447
Payables (133) (193)
Total $56,514 $61,119
(1)
Level 1 private equity securities have been reclassified to U.S. common and preferred stock. These
are publicly traded equities that were distributed from private equity LPs.
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Fixed income securities are primarily valued upon a market approach, using matrix pricing and considering
a security’s relationship to other securities for which quoted prices in an active market may be available,
or an income approach, converting future cash flows to a single present value amount. Inputs used in
developing fair value estimates include reported trades, broker quotes, benchmark yields, and base
spreads.
Common/collective/pooled funds are typically common or collective trusts valued at their NAVs that are
calculated by the investment manager or sponsor of the fund and have daily or monthly liquidity. Derivatives
included in the table above are over-the-counter and are primarily valued using an income approach with
inputs that include benchmark yields, swap curves, cash flow analysis, rating agency data and interdealer
broker rates. Exchange-traded derivative positions are reported in accordance with changes in daily
variation margin which is settled daily and therefore reflected in the payables and receivables portion of
the table.
Cash equivalents and other short-term investments (which are used to pay benefits) are held in a separate
account which consists of a commingled fund (with daily liquidity) and separately held short-term securities
and cash equivalents. All of the investments in this cash vehicle are valued daily using a market approach
with inputs that include quoted market prices for similar instruments. In the event a market price is not
available for instruments with an original maturity of one year or less, amortized cost is used as a proxy
for fair value. Common and preferred stock equity securities are primarily valued using a market approach
based on the quoted market prices of identical instruments.
Private equity and private debt NAV valuations are based on the valuation of the underlying investments,
which include inputs such as cost, operating results, discounted future cash flows and market based
comparable data. For those investments reported on a one-quarter lagged basis (primarily LPs) we use
NAVs, adjusted for subsequent cash flows and significant events.
Real estate and real asset NAV valuations are based on valuation of the underlying investments, which
include inputs such as cost, discounted future cash flows, independent appraisals and market based
comparable data. For those investments reported on a one-quarter lagged basis (primarily LPs) NAVs are
adjusted for subsequent cash flows and significant events. Publicly traded REITs and infrastructure stocks
are valued using a market approach based on quoted market prices of identical instruments. Exchange-
traded commodities futures positions are reported in accordance with changes in daily variation margin
which is settled daily and therefore reflected in the payables and receivables portion of the table.
Hedge funds consist of direct hedge funds and fund-of-fund limited liability company (LLC) structures. For
direct hedge funds the NAVs are generally based on valuation of the underlying investments. This is
primarily done by applying a market or income valuation methodology depending on the specific type of
security or instrument held. The NAVs of the fund-of-funds are based on the NAVs of the underlying hedge
funds as well as any cash and accruals held at the fund-of-fund level. Redemptions in hedge funds are
based on specific terms and conditions of the individual funds.
Investments in private equity, private debt, real estate, real assets, and hedge funds are primarily calculated
and reported by the General Partner (GP), fund manager or third party administrator. Additionally, some
investments in fixed income and equity are made via commingled vehicles and are valued in a similar
fashion. Pension assets invested in commingled and limited partnership structures rely on the NAV of
these investments as the practical expedient for the valuations.
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The following tables present a reconciliation of Level 3 assets (excluding investments which are valued
using NAVs as a practical expedient) held during the years ended December 31, 2015 and 2014. Transfers
into and out of Level 3 are reported at the beginning-of-year values.
Net
January 1 Net Realized Purchases, Net December 31
2015 and Unrealized Issuances and Transfers 2015
Balance (Losses) Settlements Into Level 3 Balance
Corporate (1) $1 $1 $1 $3
U.S. government
and agencies (1) 1 1
Mortgage backed
and asset
backed (1) 611 ($9) (157) 3 448
Other (3) 3
Equity securities:
U.S. common and
preferred stock 1 1
Non-U.S. common
and preferred
stock 1 (2) 3 2
Private equity 3 3
Real assets 4 2 6
Total $621 ($12) ($153) $8 $464
Net Net
January 1 Net Realized Purchases, Transfers December 31
2014 and Unrealized Issuances and Into/(Out of) 2014
Balance Gains Settlements Level 3 Balance
Corporate (2) $19 ($7) ($10) $2
Mortgage backed
and asset
backed (2) 554 $14 10 33 611
Equity securities:
Non-U.S. common
and preferred stock 1 (1) 1 1
Private equity 3 3
Real assets 4 4
Total $577 $14 $6 $24 $621
(1)
Certain fixed income securities were reclassified from corporate and mortgage backed and asset
backed to U.S. government and agencies on January 1, 2015.
(2)
Certain fixed income securities were reclassified from corporate to mortgage backed and asset backed
on January 1, 2014.
The changes in unrealized (losses)/gains for Level 3 mortgage backed and asset backed fixed income
securities still held at December 31, 2015 and 2014 were ($10) and $8.
OPB Plan Assets The majority of OPB plan assets are invested in a balanced index fund which is comprised
of approximately 60% equities and 40% debt securities. The index fund is valued using a market approach
based on the quoted market price of an identical instrument (Level 1). The expected rate of return on these
assets does not have a material effect on the net periodic benefit cost.
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Cash Flows
Contributions Required pension contributions under the Employee Retirement Income Security Act
(ERISA), as well as rules governing funding of our non-U.S. pension plans, are expected to be minimal in
2016. In 2016 we expect to make contributions to our pension plans of approximately $100.
Estimated Future Benefit Payments The table below reflects the total pension benefits expected to be
paid from the plans or from our assets, including both our share of the benefit cost and the participants’
share of the cost, which is funded by participant contributions. OPB payments reflect our portion only.
Year(s) 2016 2017 2018 2019 2020 2021-2025

Pensions $4,311 $4,419 $4,479 $4,451 $4,488 $22,724
Other postretirement benefits:
Gross benefits paid 521 546 574 595 626 3,139
Subsidies (38) (38) (38) (37) (37) (177)
Net other postretirement benefits $483 $508 $536 $558 $589 $2,962
Termination Provisions
Certain of the pension plans provide that, in the event there is a change in control of the Company which
is not approved by the Board of Directors and the plans are terminated within five years thereafter, the
assets in the plan first will be used to provide the level of retirement benefits required by ERISA, and then
any surplus will be used to fund a trust to continue present and future payments under the postretirement
medical and life insurance benefits in our group insurance benefit programs.
We have an agreement with the U.S. government with respect to certain pension plans. Under the
agreement, should we terminate any of the plans under conditions in which the plan’s assets exceed that
plan’s obligations, the U.S. government will be entitled to a fair allocation of any of the plan’s assets based
on plan contributions that were reimbursed under U.S. government contracts.
Defined Contribution Plans
We provide certain defined contribution plans to all eligible employees. The principal plans are the
Company-sponsored 401(k) plans. The expense for these defined contribution plans was $768, $764 and
$742 in 2015, 2014 and 2013, respectively.
Note 15 – Share-Based Compensation and Other Compensation Arrangements
Share-Based Compensation
Our 2003 Incentive Stock Plan, as amended and restated, permits awards of incentive and non-qualified
stock options, stock appreciation rights, restricted stock or units, performance shares, performance
restricted stock or units, performance units and other stock and cash-based awards to our employees,
officers, directors, consultants, and independent contractors. The aggregate number of shares of our stock
authorized for issuance under the plan is 87,000,000.
Shares issued as a result of stock option exercises or conversion of stock unit awards will be funded out
of treasury shares, except to the extent there are insufficient treasury shares, in which case new shares
will be issued. We believe we currently have adequate treasury shares to satisfy these issuances during
2016.
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Share-based plans expense is primarily included in General and administrative expense since it is incentive
compensation issued primarily to our executives. The share-based plans expense and related income tax
benefit were as follows:

Stock options $30 $62 $93
Restricted stock units and other awards 160 133 113
Share-based plans expense $190 $195 $206
Income tax benefit $68 $70 $76
Stock Options
In February 2013, we granted to our executives 6,591,968 options. The options have been granted with
an exercise price equal to the fair market value of our stock on the date of grant and expire ten years after
the date of grant. The stock options vest over a period of three years, with 34% vesting after the first year,
33% vesting after the second year and the remaining 33% vesting after the third year. If an executive
terminates employment for any reason, the non-vested portion of the stock option will not vest and all
rights to the non-vested portion will terminate. We discontinued granting options in 2014, replacing them
with performance-based restricted stock units.
Stock option activity for the year ended December 31, 2015 is as follows:
Weighted
Average
Weighted Remaining Aggregate
Average Exercise Contractual Intrinsic
Shares Price Per Share Life (Years) Value
Number of shares under option:
Outstanding at beginning of year 18,504,645 $73.75
Exercised (5,369,947) 74.40
Forfeited (206,433) 76.14
Expired (2,321) 77.95
Outstanding at end of year 12,925,944 $73.44 5.23 $920
Exercisable at end of year 11,249,575 $72.94 4.93 $806
The total intrinsic value of options exercised during the years ended December 31, 2015, 2014 and 2013
was $385, $250 and $546, respectively. Cash received from options exercised during the years ended
December 31, 2015, 2014 and 2013 was $399, $343 and $1,097 with a related tax benefit of $135, $87
and $190, respectively, derived from the compensation deductions resulting from these option exercises.
At December 31, 2015, there was $4 of total unrecognized compensation cost related to our stock option
plan which is expected to be recognized over a weighted average period of two months. The grant date
fair value of stock options vested during the years ended December 31, 2015, 2014 and 2013 was $56,
$87 and $89, respectively.
The stock options granted in February 2013 had a fair value of $15.85 which was estimated using the
Black-Scholes option-pricing model with the following assumptions: expected life of 6 years, expected
volatility of 29.0% based upon our historical stock volatility, risk-free interest rates of 1.0%, and expected
dividend yield of 2.6%.
The expected volatility of the stock options is based on a combination of our historical stock volatility and
the volatility levels implied on the grant date by actively traded option contracts on our common stock. We
determined the expected term of the stock option grants to be six years, calculated using the “simplified”
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method in accordance with the SEC Staff Accounting Bulletin 110. We use the “simplified” method since
we changed the vesting terms, tax treatment and the recipients of our stock options beginning in 2006
such that we believe our historical data prior to 2006 does not provide a reasonable basis upon which to
estimate expected term and we do not have enough option exercise data from our grants issued subsequent
to 2006 to support our own estimate as a result of vesting terms and changes in the stock price.
Restricted Stock Units
In February 2015, 2014 and 2013, we granted to our executives 590,778, 695,651 and 1,375,414 restricted
stock units (RSUs) as part of our long-term incentive program with grant date fair values of $154.64,
$129.58 and $75.97 per unit, respectively. The RSUs granted under this program will vest and settle in
common stock (on a one-for-one basis) on the third anniversary of the grant date. If an executive terminates
employment because of retirement, involuntary layoff, disability, or death, the employee (or beneficiary)
will receive a proration of stock units based on active employment during the three-year service period.
In all other cases, the RSUs will not vest and all rights to the stock units will terminate. In addition to RSUs
awarded under our long-term incentive program, we grant RSUs to certain executives and employees to
encourage retention or to reward various achievements. These RSUs are labeled other RSUs in the table
below. The fair values of all RSUs are estimated using the average of the high and low stock prices on
the date of grant.
RSU activity for the year ended December 31, 2015 was as follows:
Long-Term
Incentive
Program Other
Number of units:
Outstanding at beginning of year 3,032,539 1,147,098
Granted 634,960 223,282
Dividends 64,705 28,849
Forfeited (128,628) (64,542)
Distributed (1,256,936) (213,686)
Outstanding at end of year 2,346,640 1,121,001
Unrecognized compensation cost $92 $43
Weighted average remaining contractual life (years) 1.8 2.0
The number of vested but undistributed RSUs at December 31, 2015 was not significant.
Performance-Based Restricted Stock Units
Performance-Based Restricted Stock Units (PBRSUs) are stock units that pay out based on the Company’s
total shareholder return as compared to a group of peer companies over a three-year period. The award
payout can range from 0% to 200% of the initial PBRSU grant, but will not exceed 400% of the initial value
(excluding dividend equivalent credits). The PBRSUs granted under this program will vest at the payout
amount and settle in common stock (on a one-for-one basis) on the third anniversary of the grant date. If
an executive terminates employment because of retirement, involuntary layoff, disability, or death, the
employee (or beneficiary) remains eligible under the award and, if the award is earned, will receive a
proration of stock units based on active employment during the three-year service period. In all other cases,
the PBRSUs will not vest and all rights to the stock units will terminate.
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In February 2015 and 2014, we granted to our executives 556,203 and 662,215 PBRSUs as part of our
long-term incentive program with grant date fair values of $164.26 and $136.12 per unit. Compensation
expense for the award is recognized over the three-year performance period based upon the grant date
fair value estimated using a Monte-Carlo simulation model. The model used the following assumptions in
2015 and 2014: expected volatility of 20.35% and 24.2% based upon our historical stock volatility, risk-
free interest rates of 1.03% and 0.72%, and no expected dividend yield because the units earn dividend
equivalents.
PBRSU activity for the year ended December 31, 2015 was as follows:
Long-Term Incentive
Program
Number of units:
Outstanding at beginning of year 623,102
Granted 556,203
Dividends 25,887
Forfeited (82,157)
Outstanding at end of year 1,123,035
Unrecognized compensation cost $82
Weighted average remaining contractual life (years) 1.8
Other Compensation Arrangements
Performance Awards
Performance Awards are cash units that pay out based on the achievement of long-term financial goals
at the end of a three-year period. Each unit has an initial value of $100 dollars. The amount payable at
the end of the three-year performance period may be anywhere from $0 to $200 dollars per unit, depending
on the Company’s performance against plan for a three-year period. The Compensation Committee has
the discretion to pay these awards in cash, stock, or a combination of both after the three-year performance
period. Compensation expense, based on the estimated performance payout, is recognized ratably over
the performance period.
During 2015, 2014 and 2013, we granted Performance Awards to our executives with the payout based
on the achievement of financial goals for each three-year period following the grant date. The minimum
payout amount is $0 and the maximum amount we could be required to pay out for the 2015, 2014 and
2013 Performance Awards is $349, $327 and $255, respectively. The 2013 grant is expected to be paid
out in cash in March 2016.
Deferred Compensation
The Company has a deferred compensation plan which permits executives to defer receipt of a portion of
their salary, bonus, and certain other incentive awards. Participants can diversify deferred compensation
among 23 investment funds including a Boeing stock unit account.
Total expense related to deferred compensation was $63, $44 and $238 in 2015, 2014 and 2013,
respectively. As of December 31, 2015 and 2014, the deferred compensation liability which is being marked
to market was $1,191 and $1,234.
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Note 16 – Shareholders’ Equity
On December 14, 2015, the Board approved a new repurchase plan for up to $14,000 of common stock,
replacing the previously authorized program. The program will expire when we have used all authorized
funds or is otherwise terminated.
As of December 31, 2015 and 2014, there were 1,200,000,000 shares of common stock and 20,000,000
shares of preferred stock authorized. No preferred stock has been issued.
Changes in Share Balances
The following table shows changes in each class of shares:
Common Treasury
Stock Stock
Balance at January 1, 2013 1,012,261,159 256,630,628
Issued (17,903,704)
Acquired 26,155,537
Balance at December 31, 2013 1,012,261,159 264,882,461
Issued (6,719,270)
Acquired 47,370,415
Issued (7,288,113)
Acquired 47,391,861
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Accumulated Other Comprehensive Loss
Changes in Accumulated other comprehensive income/(loss) (AOCI) by component for the years ended
December 31, 2015, 2014 and 2013 were as follows:
Unrealized Unrealized Defined Benefit
Gains and Gains and Pension Plans
Currency Losses on Losses on & Other
Translation Certain Derivative Postretirement
Adjustments Investments Instruments Benefits Total (1)
Balance at January 1, 2013 $214 ($8) $86 ($17,708) ($17,416)
Other comprehensive income/(loss) before
reclassifications (64) (75) 6,093 5,954
(2)
Amounts reclassified from AOCI (17) 1,585 1,568
Net current period Other comprehensive loss (64) (92) 7,678 7,522
Balance at December 31, 2013 $150 ($8) ($6) ($10,030) ($9,894)
reclassifications (97) (137) (4,644) (4,878)
(2)
Amounts reclassified from AOCI 7 862 869
Net current period Other comprehensive
income/(loss) (97) (130) (3,782) (4,009)
Balance at December 31, 2014 $53 ($8) ($136) ($13,812) ($13,903)
reclassifications (92) $8 (140) 173 (51)
(2)
Amounts reclassified from AOCI 79 1,127 1,206
Net current period Other comprehensive
income/(loss) (92) 8 (61) 1,300 1,155
Balance at December 31, 2015 ($39) ($197) ($12,512) ($12,748)
(1)
Net of tax.
(2)
Primarily relates to amortization of actuarial losses for the years ended December 31, 2015, 2014,
and 2013 totaling $1,038, $661, and $1,516 (net of tax of ($570), ($367), and ($849)), respectively.
These are included in the net periodic pension cost of which a portion is allocated to production as
inventoried costs. See Note 14.
Note 17 – Derivative Financial Instruments
Cash Flow Hedges
Our cash flow hedges include foreign currency forward contracts, commodity swaps, and commodity
purchase contracts. We use foreign currency forward contracts to manage currency risk associated with
certain transactions, specifically forecasted sales and purchases made in foreign currencies. Our foreign
currency contracts hedge forecasted transactions through 2021. We use commodity derivatives, such as
swaps and fixed-price purchase commitments to hedge against potentially unfavorable price changes for
items used in production. Our commodity contracts hedge forecasted transactions through 2020.
Fair Value Hedges
Interest rate swaps under which we agree to pay variable rates of interest are designated as fair value
hedges of fixed-rate debt. The net change in fair value of the derivatives and the hedged items is reported
in Boeing Capital interest expense.
Derivative Instruments Not Receiving Hedge Accounting Treatment
We have entered into agreements to purchase and sell aluminum to address long-term strategic sourcing
objectives and international business requirements. These agreements are derivative instruments for
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accounting purposes. The quantities of aluminum in these agreements offset and are priced at prevailing
market prices. We also hold certain foreign currency forward contracts which do not qualify for hedge
accounting treatment.
Notional Amounts and Fair Values
The notional amounts and fair values of derivative instruments in the Consolidated Statements of Financial
Position as of December 31 were as follows:
Notional Accrued
amounts(1) Other assets liabilities
2015 2014 2015 2014 2015 2014
Derivatives designated as hedging instruments:
Foreign exchange contracts $2,727 $2,586 $23 $9 ($304) ($204)
Interest rate contracts 125 125 9 10
Commodity contracts 40 31 2 1 (13) (24)
Derivatives not receiving hedge accounting
treatment:
Foreign exchange contracts 436 319 4 21 (11) (5)
Commodity contracts 725 3
Total derivatives $4,053 $3,064 38 41 (328) (233)
Netting arrangements (23) (16) 23 16
Net recorded balance $15 $25 ($305) ($217)
(1)
Notional amounts represent the gross contract/notional amount of the derivatives outstanding.
Gains/(losses) associated with our cash flow and undesignated hedging transactions and their effect on
Other comprehensive income/(loss) and Net earnings were as follows:
Years ended December 31, 2015 2014

Effective portion recognized in Other comprehensive income/(loss), net of taxes:
Foreign exchange contracts ($136) ($135)
Commodity contracts (4) (2)
Effective portion reclassified out of Accumulated other comprehensive loss into
earnings, net of taxes:
Foreign exchange contracts (67) 6
Commodity contracts (12) (13)
Forward points recognized in Other income, net:
Foreign exchange contracts 12 28
Undesignated derivatives recognized in Other income, net:
Foreign exchange contracts (1) (7)
Based on our portfolio of cash flow hedges, we expect to reclassify losses of $156 (pre-tax) out of
Accumulated other comprehensive loss into earnings during the next 12 months. Ineffectiveness related
to our hedges recognized in Other income was insignificant for the years ended December 31, 2015 and
2014.
We have derivative instruments with credit-risk-related contingent features. For foreign exchange contracts
with original maturities of at least five years, our derivative counterparties could require settlement if we
default on our five-year credit facility. For certain commodity contracts, our counterparties could require
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collateral posted in an amount determined by our credit ratings. The fair value of foreign exchange and
commodity contracts that have credit-risk-related contingent features that are in a net liability position at
December 31, 2015 was $51. At December 31, 2015, there was no collateral posted related to our
derivatives.
Note 18 – Significant Group Concentrations of Risk
Credit Risk
Financial instruments involving potential credit risk are predominantly with commercial aircraft customers
and the U.S. government. Of the $12,393 in gross accounts receivable and gross customer financing
included in the Consolidated Statements of Financial Position as of December 31, 2015, $5,633 related
predominantly to commercial aircraft customers ($2,096 of accounts receivable and $3,537 of customer
financing) and $4,864 related to the U.S. government.
Of the $3,586 in gross customer financing, $2,487 related to customers we believe have less than
investment-grade credit including Silk Way Airlines, AirBridgeCargo Airlines and American Airlines who
were associated with 13%, 13% and 9%, respectively, of our financing portfolio. Financing for aircraft is
collateralized by security in the related asset and in some instances security in other assets as well.
Other Risk
As of December 31, 2015, approximately 38% of our total workforce was represented by collective
bargaining agreements and approximately 13% of our total workforce was represented by agreements
expiring in 2016.
Note 19 – Fair Value Measurements
The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value.
Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level
2 refers to fair values estimated using significant other observable inputs and Level 3 includes fair values
estimated using significant unobservable inputs. The following table presents our assets and liabilities that
are measured at fair value on a recurring basis and are categorized using the fair value hierarchy.
December 31, 2015 December 31, 2014

Total Level 1 Level 2 Total Level 1 Level 2
Assets
Money market funds $4,504 $4,504 $3,826 $3,826
Available-for-sale investments:
Commercial paper 87 87
Corporate notes 79 79
U.S. government agencies 83 83
Other 20 20 7 7
Derivatives 15 15 25 $25
Total assets $4,788 $4,524 $264 $3,858 $3,833 $25
Liabilities
Derivatives ($305) ($305) ($217) ($217)
Total liabilities ($305) ($305) ($217) ($217)
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Money market funds, available-for-sale debt investments and equity securities are valued using a market
approach based on the quoted market prices or broker/dealer quotes of identical or comparable
instruments.
Derivatives include foreign currency, commodity and interest rate contracts. Our foreign currency forward
contracts are valued using an income approach based on the present value of the forward rate less the
contract rate multiplied by the notional amount. Commodity derivatives are valued using an income
approach based on the present value of the commodity index prices less the contract rate multiplied by
the notional amount. The fair value of our interest rate swaps is derived from a discounted cash flow
analysis based on the terms of the contract and the interest rate curve.
Certain assets have been measured at fair value on a nonrecurring basis using significant unobservable
inputs (Level 3). The following table presents the nonrecurring losses recognized for the years ended
December 31 due to long-lived asset impairment, and the fair value and asset classification of the related
assets as of the impairment date:
2015 2014
Fair Total Fair Total
Value Losses Value Losses
Operating lease equipment $270 ($159) $187 ($170)
Property, plant and equipment 8 (6) 19 (15)
Other assets and Acquired intangible assets (17)
Total $278 ($165) $206 ($202)
The fair value of the impaired operating lease equipment is derived by calculating a median collateral value
from a consistent group of third party aircraft value publications. The values provided by the third party
aircraft publications are derived from their knowledge of market trades and other market factors.
Management reviews the publications quarterly to assess the continued appropriateness and consistency
with market trends. Under certain circumstances, we adjust values based on the attributes and condition
of the specific aircraft or equipment, usually when the features or use of the aircraft vary significantly from
the more generic aircraft attributes covered by third party publications, or on the expected net sales price
for the aircraft. Property, plant and equipment, Other assets and Acquired intangible assets were primarily
valued using an income approach based on the discounted cash flows associated with the underlying
assets.
For Level 3 assets that were measured at fair value on a nonrecurring basis during the year ended December
31, 2015, the following table presents the fair value of those assets as of the measurement date, valuation
techniques and related unobservable inputs of those assets.
Fair Valuation Unobservable Range

Value Technique(s) Input Median or Average
Aircraft value $226 - $394(1)
Market publications Median $343
Operating lease equipment $270 approach Aircraft condition ($112) - $39(2)
adjustments Net ($73)
(1)
The range represents the sum of the highest and lowest values for all aircraft subject to fair value
measurement, according to the third party aircraft valuation publications that we use in our valuation
process.
(2)
The negative amount represents the sum, for all aircraft subject to fair value measurement, of all
downward adjustments based on consideration of individual aircraft attributes and condition. The
positive amount represents the sum of all such upward adjustments.
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Fair Value Disclosures
The fair values and related carrying values of financial instruments that are not required to be remeasured
at fair value on the Consolidated Statements of Financial Position at December 31 were as follows:
December 31, 2015

Carrying Total Fair
Amount Value Level 1 Level 2 Level 3
Assets
Accounts receivable, net $8,713 $8,705 $8,705
Notes receivable, net 255 273 273
Liabilities
Debt, excluding capital lease
obligations (9,814) (11,292) (11,123) ($169)
December 31, 2014

Carrying Total Fair
Amount Value Level 1 Level 2 Level 3
Assets
Accounts receivable, net $7,729 $7,845 $7,845
Notes receivable, net 366 395 395
Liabilities
Debt, excluding capital lease
obligations (8,909) (10,686) (10,480) ($206)
The fair value of Accounts receivable is based on current market rates for loans of the same risk and
maturities. The fair values of our variable rate notes receivable that reprice frequently approximate their
carrying amounts. The fair values of fixed rate notes receivable are estimated with discounted cash flow
analysis using interest rates currently offered on loans with similar terms to borrowers of similar credit
quality. The fair value of our debt that is traded in the secondary market is classified as Level 2 and is
based on current market yields. For our debt that is not traded in the secondary market, the fair value is
classified as Level 2 and is based on our indicative borrowing cost derived from dealer quotes or discounted
cash flows. The fair values of our debt classified as Level 3 are based on discounted cash flow models
using the implied yield from similar securities. With regard to other financial instruments with off-balance
sheet risk, it is not practicable to estimate the fair value of our indemnifications and financing commitments
because the amount and timing of those arrangements are uncertain. Items not included in the above
disclosures include cash, restricted cash, time deposits and other deposits, commercial paper, money
market funds, Accounts payable and long-term payables. The carrying values of those items, as reflected
in the Consolidated Statements of Financial Position, approximate their fair value at December 31, 2015
and 2014. The fair value of assets and liabilities whose carrying value approximates fair value is determined
using Level 2 inputs, with the exception of cash (Level 1).
Note 20 – Legal Proceedings
Various legal proceedings, claims and investigations related to products, contracts, employment and other
matters are pending against us. Potentially material contingencies are discussed below.
We are subject to various U.S. government inquiries and investigations, from which civil, criminal or
administrative proceedings could result or have resulted in the past. Such proceedings involve or could
involve claims by the government for fines, penalties, compensatory and treble damages, restitution and/
or forfeitures. Under government regulations, a company, or one or more of its operating divisions or
104

subdivisions, can also be suspended or debarred from government contracts, or lose its export privileges,
based on the results of investigations. We believe, based upon current information, that the outcome of
any such government disputes and investigations will not have a material effect on our financial position,
results of operations, or cash flows. Where it is reasonably possible that we will incur losses in excess of
recorded amounts in connection with any of the matters set forth below, we will disclose either the amount
or range of reasonably possible losses in excess of such amounts or, where no such amount or range can
be reasonably estimated, the reasons why no such estimate can be made.
Employment, Labor and Benefits Litigation
In the second quarter of 2014, Boeing agreed to a $90 settlement with plaintiffs in the Harkness case with
respect to litigation initiated by former Boeing employees in 2007 upon the sale of the Wichita facility to
Spirit AeroSystems, Inc. (Spirit) in 2005. The settlement was approved by the district court in a fairness
hearing in September 2015. The payment was made in the fourth quarter and the indemnification receivable
from Spirit is included in Other Assets at December 31, 2015.
On October 13, 2006, we were named as a defendant in a lawsuit filed in the U.S. District Court for the
Southern District of Illinois. Plaintiffs, seeking to represent a class of similarly situated participants and
beneficiaries in The Boeing Company Voluntary Investment Plan (the VIP), alleged that fees and expenses
incurred by the VIP were and are unreasonable and excessive, not incurred solely for the benefit of the
VIP and its participants, and were undisclosed to participants. The plaintiffs further alleged that defendants
breached their fiduciary duties in violation of §502(a)(2) of ERISA, and sought injunctive and equitable
relief pursuant to §502(a)(3) of ERISA. The parties reached a provisional settlement on August 26, 2015,
subject to a fairness hearing currently scheduled for March 2016. We do not expect this matter or the
associated settlement to have a material effect on our financial position, results of operations or cash flows.
Note 21 – Segment Information
We operate in five principal segments: Commercial Airplanes; Boeing Military Aircraft (BMA), Network &
Space Systems (N&SS), and Global Services & Support (GS&S), collectively Defense, Space & Security;
and Boeing Capital. All other activities fall within Unallocated items, eliminations and other. See page 54
for the Summary of Business Segment Data, which is an integral part of this note.
The Commercial Airplanes segment develops, produces and markets commercial jet aircraft and provides
related support services, principally to the commercial airline industry worldwide.
Our BMA segment is engaged in the research, development, production and modification of manned and
unmanned military aircraft and weapons systems for global strike, including fighter aircraft and missile
systems; vertical lift including rotorcraft and tilt-rotor aircraft; mobility, surveillance and engagement,
including battle management, airborne, anti-submarine, transport and tanker aircraft.
Our N&SS segment is engaged in the research, development, production and modification of the following
products and related services: electronics and information solutions, including command, control,
communications, computers, intelligence, surveillance and reconnaissance (C4ISR), cyber and information
solutions, and intelligence systems; strategic missile and defense systems; space and intelligence systems,
including satellites and commercial satellite launch vehicles; and space exploration.
Our GS&S segment provides customers with mission readiness through total support solutions. Our global
services business sustains aircraft and systems with a full spectrum of products and services through
integrated logistics, including supply chain management and engineering support; aircraft modernization
and sustainment; and training systems and government services, including pilot and maintenance training.
In addition, our GS&S segment is engaged in the research, development, production and modification of
airborne surveillance command and control aircraft. GS&S international operations include Boeing Defence
U.K. Ltd., Boeing Defence Australia, and Alsalam Aircraft Company, a joint venture.
105

Our BCC segment facilitates, arranges, structures and provides selective financing solutions for our Boeing
customers.
The unallocated activities of Engineering, Operations & Technology (EO&T) and Shared Services Group
(SSG), Corporate and intercompany guarantees provided to BCC are included in Unallocated items,
eliminations and other. EO&T provides Boeing with technical and functional capabilities, including
information technology, research and development, test and evaluation, technology strategy development,
environmental remediation management and intellectual property management.
While our principal operations are in the United States, Canada and Australia, some key suppliers and
subcontractors are located in Europe and Japan. Revenues, including foreign military sales, are reported
by customer location and consisted of the following:

Asia, other than China $13,433 $11,900 $12,200
Europe 12,248 11,898 10,622
China 12,556 11,029 10,555
Middle East 10,846 9,243 9,165
Oceania 2,601 1,757 1,657
Canada 1,870 1,901 1,486
Africa 1,398 2,596 621
Latin America, Caribbean and other 1,875 2,596 2,725
Total non-U.S. revenues 56,827 52,920 49,031
United States 39,287 37,842 37,592
Total revenues $96,114 $90,762 $86,623
Revenues from the U.S. government (including foreign military sales through the U.S. government),
primarily recorded at BDS, represented 27%, 30% and 34% of consolidated revenues for 2015, 2014 and
2013, respectively. Approximately 4% and 3% of operating assets were located outside the United States
as of December 31, 2015 and 2014. The information in the following tables is derived directly from the
segments’ internal financial reporting used for corporate management purposes.
Depreciation and Amortization

Commercial Airplanes $625 $674 $632
Boeing Military Aircraft 142 164 131
Global Services & Support 80 75 69
Total Defense, Space & Security 328 353 320
Boeing Capital Corporation 87 97 110
Unallocated items, eliminations and other 793 782 782
Total $1,833 $1,906 $1,844
106

Capital Expenditures

Commercial Airplanes $889 $698 $694
Boeing Military Aircraft 128 175 186
Global Services & Support 62 68 48
Total Defense, Space & Security 288 336 330
Unallocated items, eliminations and other 1,273 1,202 1,074
Total $2,450 $2,236 $2,098
Unallocated capital expenditures relate primarily to assets managed by SSG on behalf of the five principal
segments.
We recorded Earnings from operations associated with our cost and equity method investments of $64,
$58 and $25 in our Commercial Airplanes segment and $210, $229 and $203 in BDS, primarily in our
N&SS segment, for the years ended December 31, 2015, 2014 and 2013, respectively.
For segment reporting purposes, we record Commercial Airplanes segment revenues and cost of sales
for airplanes transferred to other segments. Such transfers may include airplanes accounted for as
operating leases and considered transferred to the BCC segment and airplanes transferred to the BDS
segment for further modification prior to delivery to the customer. The revenues and cost of sales for these
transfers are eliminated in the Unallocated items and eliminations caption. For segment reporting purposes,
we record BDS revenues and cost of sales for the modification performed on airplanes received from
Commercial Airplanes when the airplane is delivered to the customer or at the attainment of performance
milestones.
Intersegment revenues, eliminated in Unallocated items, eliminations and other, are shown in the following
table.

Commercial Airplanes $1,831 $1,822 $879
Total $1,846 $1,841 $908
107

Unallocated Items, Eliminations and other
Unallocated items, eliminations and other includes costs not attributable to business segments as well as
intercompany profit eliminations. We generally allocate costs to business segments based on the U.S.
federal cost accounting standards. Components of Unallocated items, eliminations and other are shown
in the following table.

Share-based plans ($76) ($67) ($95)
Deferred compensation (63) (44) (238)
Amortization of previously capitalized interest (90) (72) (69)
Eliminations and other unallocated items (511) (593) (859)
Sub-total (740) (776) (1,261)
Pension (421) (1,469) (1,374)
Postretirement 123 82 60
Pension and Postretirement (298) (1,387) (1,314)
Total ($1,038) ($2,163) ($2,575)
Unallocated Pension and Other Postretirement Benefit Expense
Unallocated pension and other postretirement benefit expense represents the portion of pension and other
postretirement benefit costs that are not recognized by business segments for segment reporting purposes.
Pension costs, comprising Generally Accepted Accounting Principles in the United States of America
(GAAP) service and prior service costs, are allocated to Commercial Airplanes. Pension costs are allocated
to BDS using U.S. Government Cost Accounting Standards (CAS), which employ different actuarial
assumptions and accounting conventions than GAAP. These costs are allocable to government contracts.
Other postretirement benefit costs are allocated to business segments based on CAS, which is generally
based on benefits paid.
Assets
Segment assets are summarized in the table below.
December 31, 2015 2014

Commercial Airplanes $57,253 $55,149
Boeing Military Aircraft 6,811 7,229
Network & Space Systems 6,307 5,895
Global Services & Support 4,549 4,589
Total Defense, Space & Security 17,667 17,713
Boeing Capital 3,492 3,525
Unallocated items, eliminations and other 15,996 16,534
Total $94,408 $92,921
Assets included in Unallocated items, eliminations and other primarily consist of Cash and cash equivalents,
Short-term and other investments, Deferred tax assets, capitalized interest and assets held by SSG as
well as intercompany eliminations.
108

Note 22 – Quarterly Financial Data (Unaudited)
2015 2014
4th 3rd 2nd 1st 4th 3rd 2nd 1st
Total revenues $23,573 $25,849 $24,543 $22,149 $24,468 $23,784 $22,045 $20,465
Total costs and expenses (20,642) (21,600) (21,350) (18,496) (20,711) (20,075) (18,670) (17,296)
Earnings from operations 1,161 2,580 1,683 2,019 2,025 2,119 1,787 1,542
Net earnings 1,026 1,704 1,110 1,336 1,466 1,362 1,653 965
Basic earnings per share 1.52 2.50 1.61 1.89 2.05 1.88 2.26 1.30
Diluted earnings per share 1.51 2.47 1.59 1.87 2.02 1.86 2.24 1.28
Cash dividends declared per
share 2.00 1.82 1.64 1.46
Common stock sales price per
share:
High 150.59 149.18 155.50 158.83 135.78 130.58 138.39 144.57
Low 128.56 115.14 138.44 126.18 116.32 117.87 121.92 118.77
Quarter end 144.59 130.95 138.72 150.08 129.98 127.38 127.23 125.49
Gross profit is calculated as Total revenues minus Total costs and expenses. Total costs and expenses
includes Cost of products, Cost of services and Boeing Capital interest expense.
During the fourth quarter of 2015, we recorded a reach-forward loss of $885 on the 747 program.
During the second quarter of 2015 and 2014, higher estimated costs to complete the KC-46A Tanker
contract for the U.S. Air Force resulted in reach-forward losses of $835 and $425.
In the fourth quarter of 2015 and 2014, we recorded income tax benefits of $235 and $188 related to the
reinstatement of the research tax credit for 2015 and 2014.
During the second quarter of 2014, we recorded an incremental tax benefit of $265 that related to the
application of a 2012 Federal Court of Claims decision. We also recorded tax benefits of $116 and $143
as a result of the 2007-2008 and 2009-2010 federal tax audit settlements.
We recorded charges related to defined benefit pension plan changes of $334 in the first quarter of 2014.
We increased our quarterly dividend from $0.73 to $0.91 in December 2014 and to $1.09 in December
2015.
109

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of

The Boeing Company
Chicago, Illinois
We have audited the accompanying consolidated statements of financial position of The Boeing Company
and subsidiaries (the “Company”) as of December 31, 2015 and 2014, and the related consolidated
statements of operations, comprehensive income, equity, and cash flows for each of the three years in
the period ended December 31, 2015. The financial statements are the responsibility of the Company’s
management. Our responsibility is to express an opinion on the financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present fairly, in all material respects, the financial
position of The Boeing Company and subsidiaries as of December 31, 2015 and 2014, and the results of
their operations and their cash flows for each of the three years in the period ended December 31, 2015,
in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the Company’s internal control over financial reporting as of December 31, 2015,
based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee
of Sponsoring Organizations of the Treadway Commission and our report dated February 10, 2016
expressed an unqualified opinion on the Company’s internal control over financial reporting.
/s/ Deloitte & Touche LLP
Chicago, Illinois
February 10, 2016
110

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of

The Boeing Company
Chicago, Illinois
We have audited the internal control over financial reporting of The Boeing Company and subsidiaries
(the “Company”) as of December 31, 2015, based on criteria established in Internal Control – Integrated
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
The Company’s management is responsible for maintaining effective internal control over financial reporting
and for its assessment of the effectiveness of internal control over financial reporting, included in the
accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is
to express an opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether effective internal control over financial reporting was maintained in all material
respects. Our audit included obtaining an understanding of internal control over financial reporting,
assessing the risk that a material weakness exists, testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk, and performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our
opinion.
A company’s internal control over financial reporting is a process designed by, or under the supervision
of, the company’s principal executive and principal financial officers, or persons performing similar
functions, and effected by the company’s board of directors, management, and other personnel to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal control over financial reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may
not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of
the internal control over financial reporting to future periods are subject to the risk that the controls may
become inadequate because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of December 31, 2015, based on the criteria established in Internal Control – Integrated
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated financial statements as of and for the year ended December 31,
2015 of the Company and our report dated February 10, 2016 expressed an unqualified opinion on those
financial statements.
/s/ Deloitte & Touche LLP
Chicago, Illinois
February 10, 2016
111

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure
None.
Item 9A. Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures.
Our Chief Executive Officer and Chief Financial Officer have evaluated our disclosure controls and
procedures as of December 31, 2015 and have concluded that these disclosure controls and procedures
are effective to ensure that information required to be disclosed by us in the reports that we file or submit
under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission’s rules and forms and is accumulated
and communicated to our management, including the Chief Executive Officer and Chief Financial Officer,
as appropriate to allow timely decisions regarding required disclosure.
(b) Management’s Report on Internal Control Over Financial Reporting.
Our management is responsible for establishing and maintaining adequate internal control over financial
reporting, as such term is defined in Exchange Act Rules 13a-15(f). Our management conducted an
evaluation of the effectiveness of our internal control over financial reporting based on the framework in
Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of
the Treadway Commission. Based on this evaluation under the framework in Internal Control – Integrated
Framework, our management concluded that our internal control over financial reporting was effective as
of December 31, 2015.
Our internal control over financial reporting as of December 31, 2015, has been audited by Deloitte &
Touche LLP, an independent registered public accounting firm, as stated in their report which is included
in Item 8 of this report and is incorporated by reference herein.
(c) Changes in Internal Controls Over Financial Reporting.
There were no changes in our internal control over financial reporting that occurred during the fourth quarter
of 2015 that have materially affected or are reasonably likely to materially affect our internal control over
financial reporting.
Item 9B. Other Information
None.
112

Part III
Item 10. Directors, Executive Officers and Corporate Governance
Our executive officers and their ages as of February 10, 2016, are as follows:
Name Age Principal Occupation or Employment/Other Business Affiliations
Bertrand-Marc Allen 42 Senior Vice President, President of Boeing International since

February 2015. Mr. Allen previously served as President of Boeing
Capital Corporation from March 2014 to February 2015; Corporate
Vice President, Boeing International and Chairman and President of
Boeing (China) Co., Ltd. from March 2011 to March 2014; and Vice
President, Global Law Affairs from May 2007 to March 2011.
Heidi B. Capozzi 46 Effective March 1, 2016, Ms. Capozzi will serve as Senior Vice
President, Human Resources. Ms. Capozzi currently serves as Vice
President of Leadership Development, Talent Management and
Organization Effectiveness since April 2013. She previously served
as Director of Human Resources for the Airplane Programs division
of Commercial Airplanes from April 2011 to April 2013; and Director
of Human Resources for the Surveillance and Engagement division
of Boeing Military Aircraft from May 2009 to April 2011.
Christopher M. Chadwick 55 Executive Vice President, President and Chief Executive Officer of
Boeing Defense, Space & Security since December 2013. Mr.
Chadwick joined Boeing in 1982, and his previous positions include
President of Boeing Military Aircraft from March 2009 to December
2013; President of Precise Engagement and Mobility Systems from
February 2008 to February 2009; Vice President and General
Manager, Global Strike Systems from January 2006 to January 2008;
and Vice President of F/A-18 from January 2004 to December 2005.
Raymond L. Conner 60 Vice Chairman, President and Chief Executive Officer of Commercial
Airplanes since December 2013. Mr. Conner joined Boeing in 1977,
and his previous positions include Executive Vice President, President
and Chief Executive Officer of Commercial Airplanes from June 2012
to December 2013; Senior Vice President of Sales and Customer
Support of Commercial Airplanes from August 2011 to June 2012;
Vice President and General Manager, Supply Chain Management and
Operations of Commercial Airplanes from December 2008 to August
2011; Vice President of Sales, Commercial Airplanes from December
2007 to December 2008; and Vice President and General Manager
of the 777 Program. Mr. Conner serves on the board of Johnson
Controls, Inc.
Thomas J. Downey 51 Senior Vice President, Communications since January 2007. Mr.
Downey joined Boeing in 1986, and his prior positions include Vice
President, Corporate Communications; Vice President, Commercial
Airplanes Communications; Corporate Vice President, Internal and
Executive Communications; and General Manager of
Communications and Community Relations for Military Aircraft and
Missile Systems unit.
113

Timothy J. Keating 54 Senior Vice President, Government Operations since joining Boeing
in June 2008. Mr. Keating served as Senior Vice President, Global
Government Relations at Honeywell International Inc. from October
2002 to May 2008. Prior thereto, Mr. Keating was Chairman of the
Board and Managing Partner of Timmons and Company (a
Washington, D.C. lobbying firm).
J. Michael Luttig 61 Executive Vice President, General Counsel since April 2009. Mr. Luttig
joined Boeing in May 2006 as Senior Vice President, General Counsel.
From October 1991 to May 2006, he served on the United States
Court of Appeals for the Fourth Circuit. Mr. Luttig previously served
as Assistant Attorney General of the United States, Counselor to the
Attorney General at the Department of Justice and Principal Deputy
Assistant Attorney General at the Department of Justice and was
associated with Davis Polk & Wardwell LLP. Mr. Luttig serves as
Director, Franklin Templeton Mutual Funds.
Dennis A. Muilenburg 52 President and Chief Executive Officer and a member of the Board of
Directors since July 2015. Mr. Muilenburg joined Boeing in 1985, and
his previous positions include Vice Chairman, President and Chief
Operating Officer from December 2013 to July 2015; Executive Vice
President, President and Chief Executive Officer of BDS from
September 2009 to December 2013; President of Global Services &
Support from February 2008 to August 2009; Vice President and
General Manager of Combat Systems from May 2006 to February
2008; and Vice President and Program Manager for Future Combat
Systems. Mr. Muilenburg also serves on the board of Caterpillar Inc.
Anthony M. Parasida 60 Senior Vice President, Human Resources and Administration since
April 2013. Mr. Parasida joined Boeing in 1978, and his previous
positions include Senior Vice President from October 2012 to April
2013; President of Global Services & Support from September 2009
to October 2012; Vice President and General Manager of Surveillance
and Engagement Systems from January 2006 to September 2009;
and Vice President of P-8; and Vice President of F/A-18. Effective
March 1, 2016, Mr. Parasida will cease to serve as Senior Vice
President, Human Resources and Administration. He will remain a
Senior Vice President of the Company until May 1, 2016 when he will
retire from the Company.
Diana L. Sands 50 Senior Vice President, Office of Internal Governance since April 2014.
Effective March 1, 2016, Ms. Sands will serve as Senior Vice
President, Office of Internal Governance and Administration. Ms.
Sands previously served as Vice President of Finance and Corporate
Controller from February 2012 to April 2014 and Vice President of
Investor Relations, Financial Planning & Analysis from February 2010
to February 2012. Prior to that, she held positions in Investor Relations,
Financial Planning and in Corporate Treasury.
114

Gregory D. Smith 49 Chief Financial Officer, Executive Vice President, Business

Development and Strategy since February 2015. Mr. Smith previously
served as Executive Vice President, Chief Financial Officer from
February 2012 to February 2015; Vice President of Finance and
Corporate Controller from February 2010 to February 2012; and Vice
President of Financial Planning & Analysis from June 2008 to
February 2010. From August 2004 until June 2008, he served as Vice
President of Global Investor Relations at Raytheon Company. Prior
to that, he held a number of positions at Boeing including CFO, Shared
Services Group; Controller, Shared Services Group; Senior Director,
Internal Audit; and leadership roles in supply chain, factory operations
and program management.
John J. Tracy 61 Chief Technology Officer and Senior Vice President, Engineering,
Operations & Technology since October 2006. Dr. Tracy joined Boeing
in 1981, and his previous positions include Vice President of
Engineering and Mission Assurance for BDS; Vice President of
Structural Technologies, Prototyping, and Quality for Phantom Works;
and General Manager of Engineering for Military Aircraft and Missiles.
Information relating to our directors and nominees will be included under the caption “Election of Directors”
in the 2016 Proxy Statement for our Annual Shareholders Meeting scheduled to be held on May 2, 2016
and is incorporated by reference herein. The information required by Items 405, 407(d)(4) and 407(d)(5)
of Regulation S-K will be included under the captions “Stock Ownership Information – Section 16(a)
Beneficial Ownership Reporting Compliance” and “Board Committees” in the 2016 Proxy Statement, and
that information is incorporated by reference herein.
Codes of Ethics. We have adopted (1) The Boeing Company Code of Ethical Business Conduct for the
Board of Directors; (2) The Boeing Company Code of Conduct for Finance Employees which is applicable
to our Chief Executive Officer (CEO), Chief Financial Officer (CFO), Controller and all finance employees;
and (3) The Boeing Code of Conduct that applies to all employees, including our CEO (collectively, the
Codes of Conduct). The Codes of Conduct are posted on our website, www.boeing.com, and printed copies
may be obtained, without charge, by contacting the Office of Internal Governance, The Boeing Company,
100 N. Riverside Plaza, Chicago, IL 60606. We intend to disclose promptly on our website any amendments
to, or waivers of, the Codes of Conduct covering our CEO, CFO and/or Controller.
No family relationships exist among any of the executive officers, directors or director nominees.
Item 11. Executive Compensation
The information required by Item 402 of Regulation S-K will be included under the captions “Compensation
Discussion and Analysis,” “Compensation of Executive Officers,” and “Compensation of Directors” in the
2016 Proxy Statement, and that information is incorporated by reference herein. The information required
by Item 407(e)(4) and 407(e)(5) of Regulation S-K will be included under the captions “Compensation
Committee Interlocks and Insider Participation” and “Compensation Committee Report” in the 2016 Proxy
Statement, and that information is incorporated by reference herein.
115

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
The information required by Item 403 of Regulation S-K will be included under the caption “Stock Ownership
Information” in the 2016 Proxy Statement, and that information is incorporated by reference herein.
Equity Compensation Plan Information
We currently maintain two equity compensation plans that provide for the issuance of common stock to
officers and other employees, directors and consultants. Each of these compensation plans was approved
by our shareholders. The following table sets forth information regarding outstanding options and shares
available for future issuance under these plans as of December 31, 2015:
Number of securities
Number of shares Weighted- remaining available for
to be issued upon average future issuance under
exercise of exercise price of equity compensation
outstanding outstanding plans (excluding
options, warrants options, warrants shares reflected
Plan Category and rights and rights in column (a))
(a) (b) (c)
Equity compensation plans approved
by shareholders
Stock options 12,925,944 $73.44
Deferred compensation 2,979,943
Other stock units(1) 5,713,711
Equity compensation plans not
approved by shareholders None None None
Total(2) 21,619,598 $73.44 16,894,098
(1)
Includes 2,246,070 shares issuable in respect of PBRSUs subject to the satisfaction of performance
criteria and assumes payout at maximum levels.
(2)
Excludes the potential performance awards which the Compensation Committee has the discretion
to pay in cash, stock or a combination of both after the three-year performance periods which end in
2015, 2016 and 2017.
For further information, see Note 15 to our Consolidated Financial Statements.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Item 404 of Regulation S-K will be included under the caption “Related Person
Transactions” in the 2016 Proxy Statement, and that information is incorporated by reference herein.
The information required by Item 407(a) of Regulation S-K will be included under the caption “Director
Independence” in the 2016 Proxy Statement, and that information is incorporated by reference herein.
Item 14. Principal Accounting Fees and Services
The information required by this Item will be included under the caption “Principal Accountant Fees and
Services” in the 2016 Proxy Statement, and that information is incorporated by reference herein.
116

PART IV
Item 15. Exhibits, Financial Statement Schedules

(a) List of documents filed as part of this report:
1. Financial Statements
Our consolidated financial statements are as set forth under Item 8 of this report on Form 10-K.
2. Financial Statement Schedules
All schedules are omitted because they are not applicable, not required, or the information is
included in the consolidated financial statements.
3. Exhibits
(3) Articles of Incorporation and By-Laws.
(i) Amended and Restated Certificate of Incorporation of The Boeing Company dated
May 5, 2006 (Exhibit 3.1 to the Company’s Current Report on Form 8-K dated
May 1, 2006).
(ii) By-Laws of The Boeing Company, as amended and restated December 14, 2015
(Exhibit 3.2 to the Company’s Current Report on Form 8-K dated December 15,
2015).
(10) Material Contracts.
Bank Credit Agreements
(i) 364-Day Credit Agreement, dated as of November 4, 2015, among The Boeing
Company, the Lenders party thereto, Citigroup Global Markets Inc. and J.P. Morgan
Securities LLC as joint lead arrangers and joint book managers, JPMorgan Chase
Bank, N.A. as syndication agent and Citibank, N.A. as administrative agent (Exhibit
10.1 to the Company’s Current Report on Form 8-K dated November 4, 2015).
(ii) Five-Year Credit Agreement, dated as of November 10, 2011, among The Boeing
Company, the Lenders party thereto, Citigroup Global Markets Inc. and J.P. Morgan
Securities LLC as joint lead arrangers and joint book managers, JPMorgan Chase
Bank, N.A. as syndication agent and Citibank, N.A. as administrative agent (Exhibit
10.2 to the Company’s Current Report on Form 8-K dated November 10, 2011).
(iii) Amendment No. 1 dated as of October 9, 2014 to the Five-Year Credit Agreement,
dated as of November 10, 2011, among The Boeing Company, the Lenders party
thereto, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as joint lead
arrangers and joint book managers, JPMorgan Chase Bank, N.A. as syndication
agent and Citibank, N.A. as administrative agent (Exhibit 10.2 to the Company’s
Current Report on Form 8-K dated October 14, 2014).
(iv) Amendment No. 2 dated as of November 4, 2015 to the Five-Year Credit
Agreement, dated as of November 10, 2011, among The Boeing Company, the
Lenders party thereto, Citigroup Global Markets Inc. and J.P. Morgan Securities
LLC as joint lead arrangers and joint book managers, JPMorgan Chase Bank, N.A.
as syndication agent and Citibank, N.A. as administrative agent (Exhibit 10.2 to
the Company’s Current Report on Form 8-K dated November 4, 2015).
117

Business Acquisition Agreements
(v) Joint Venture Master Agreement, dated as of May 2, 2005, by and among Lockheed
Martin Corporation, The Boeing Company and United Launch Alliance, L.L.C.
(Exhibit (10)(i) to the Company’s Form 10-Q for the quarter ended June 30, 2005).
(vi) Delta Inventory Supply Agreement, dated as of December 1, 2006, by and between
United Launch Alliance, L.L.C. and The Boeing Company (Exhibit (10)(vi) to the
Company’s Form 10-K for the year ended December 31, 2006).
Management Contracts and Compensatory Plans
(vii) Summary of Non-Employee Director Compensation (Exhibit 10(i) to the
Company’s Form 10-Q for the quarter ended September 30, 2014).
(viii) Deferred Compensation Plan for Directors of The Boeing Company, as amended
and restated effective January 1, 2008 (Exhibit 10.2 to the Company’s Current
Report on Form 8-K dated October 28, 2007).
(ix) Deferred Compensation Plan for Employees of The Boeing Company, as amended
and restated on January 1, 2008 (Exhibit 10.1 to the Company’s Current Report
on Form 8-K dated October 28, 2007).
(x) Incentive Compensation Plan for Employees of The Boeing Company and
Subsidiaries, as amended and restated April 27, 2015 (Exhibit 10.5 to the
Company’s Form 10-Q for the quarter ended June 30, 2015).
(xi) The Boeing Company Elected Officer Annual Incentive Plan, as amended and
restated effective April 27, 2015 (Exhibit 10.4 to the Company’s Form 10-Q for the
quarter ended June 30, 2015).
(xii) The Boeing Company 1997 Incentive Stock Plan, as amended effective May 1,
2000 and further amended effective January 1, 2008 (Exhibit 10.5 to the
Company’s Current Report on Form 8-K dated October 28, 2007).
(xiii) Transition and Retirement Agreement dated June 22, 2015 (Exhibit 10.1 to the
Company's Current Report on Form 8-K dated June 22, 2015).
(xiv) Supplemental Pension Agreement between The Boeing Company and J. Michael
Luttig dated January 25, 2007, as amended on November 14, 2007 (Exhibit (10)
(xxx) to the Company’s Form 10-K for the year ended December 31, 2007).
(xv) Supplemental Benefit Plan for Employees of The Boeing Company, as amended
and restated on August 25, 2014, effective March 1, 2014 (Exhibit 10(ii) to the
Company’s Form 10-Q for the quarter ended September 30, 2014).
(xvi) Supplemental Executive Retirement Plan for Employees of The Boeing Company,
as amended and restated as of January 1, 2016.
(xvii) The Boeing Company Executive Layoff Benefits Plan, as amended and restated
effective January 1, 2010 (Exhibit (10)(xxix) to the Company’s Annual Report on
Form 10-K for the year ended December 31, 2009).
(xviii) The Boeing Company 2003 Incentive Stock Plan.
(a) Plan, as amended and restated effective April 27, 2015 (Exhibit 10.3 to the
Company’s Form 10-Q for the quarter ended June 30, 2015).
(b) Form of Non-Qualified Stock Option Grant Notice of Terms (Exhibit (10)(xvii)
(b) to the Company’s Form 10-K for the year ended December 31, 2010).
(c) Form of Notice of Terms of Performance-Based Restricted Stock Units.
118

(d) Form of Performance Award Notice.
(e) Form of Notice of Terms of Restricted Stock Units.
(f) Form of Notice of Terms of Restricted Stock Units dated February 27, 2012
(Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February
27, 2012).
(g) Form of Notice of Terms of Restricted Stock Units dated December 17, 2012
(Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December
17, 2012).
(h) Form of Notice of Terms of Restricted Stock Units dated February 24, 2014
(Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February
24, 2014).
(i) Form of Notice of Terms of Restricted Stock Units dated February 23, 2015.
(j) Notice of Terms of Restricted Stock Units (Exhibit 10.2 to the Company's
Current Report on Form 8-K dated June 22, 2015).
(12) Computation of Ratio of Earnings to Fixed Charges.
(14) Codes of Ethics.
(i) The Boeing Company Code of Ethical Business Conduct for Members of the Board
of Directors (www.boeing.com/resources/boeingdotcom/company/general_info/
pdf/conduct_for_directors.pdf).
(ii) The Boeing Company Code of Conduct for Finance Employees (www.boeing.com/
resources/boeingdotcom/company/general_info/pdf/code-of-conduct-for-
finance.pdf).
(iii) The Boeing Company Code of Conduct (www.boeing.com/resources/
boeingdotcom/principles/ethics_and_compliance/pdf/english.pdf).
(21) List of Company Subsidiaries.
(23) Consent of Independent Registered Public Accounting Firm.
(31) Section 302 Certifications.
(i) Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley
Act of 2002.
(ii) Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley
Act of 2002.
(32) Section 906 Certifications.
(i) Certification of Chief Executive Officer pursuant to Section 906 of Sarbanes-Oxley
Act of 2002.
(ii) Certification of Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley
Act of 2002.
119

(99) Additional Exhibits.
(i) Commercial Program Method of Accounting (Exhibit (99)(i) to the 1997 Form 10-
K).
(101) Interactive Data Files.
(101.INS) XBRL Instance Document

(101.SCH) XBRL Taxonomy Extension Schema Document
(101.CAL) XBRL Taxonomy Extension Calculation Linkbase Document
(101.DEF) XBRL Taxonomy Extension Definition Linkbase Document
(101.LAB) XBRL Taxonomy Extension Label Linkbase Document
(101.PRE) XBRL Taxonomy Extension Presentation Linkbase Document
In accordance with Item 601(b)(4)(iii)(A) of Regulation S-K, copies of certain instruments defining the rights
of holders of long-term debt of the Company are not filed herewith. Pursuant to this regulation, we hereby
agree to furnish a copy of any such instrument to the SEC upon request.
120

Signatures
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 10,
2016.
THE BOEING COMPANY

(Registrant)
By: /s/ Robert E. Verbeck

Robert E. Verbeck – Senior Vice President,
Finance and Corporate Controller
121

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below
by the following persons on behalf of the registrant and in the capacities indicated on February 10, 2016.
/s/ Dennis A. Muilenburg /s/ Edmund P. Giambastiani, Jr.

Dennis A. Muilenburg – President, Chief Edmund P. Giambastiani, Jr. – Director
Executive Officer and Director
(Principal Executive Officer)
/s/ Gregory D. Smith /s/ Lynn J. Good

Gregory D. Smith – Chief Financial Officer and Lynn J. Good – Director
Executive Vice President, Business
Development and Strategy
(Principal Financial Officer)
/s/ Robert E. Verbeck /s/ Lawrence W. Kellner

Robert E. Verbeck – Senior Vice President, Lawrence W. Kellner – Director
(Principal Accounting Officer)
/s/ W. James McNerney, Jr. /s/ Edward M. Liddy

W. James McNerney, Jr. – Chairman Edward M. Liddy – Director
/s/ David L. Calhoun /s/ Susan C. Schwab

David L. Calhoun – Director Susan C. Schwab – Director
/s/ Arthur D. Collins, Jr. /s/ Ronald A. Williams

Arthur D. Collins, Jr. – Director Ronald A. Williams – Director
/s/ Kenneth M. Duberstein /s/ Mike S. Zafirovski

Kenneth M. Duberstein – Director Mike S. Zafirovski – Director
122

Non-GAAP Measures
Reconciliation of GAAP Measures

to Non-GAAP Measures
The table below reconciles the non-GAAP
financial measures of core operating earnings,
core operating margins and core earnings per
share with the most directly comparable GAAP
financial measures of earnings from opera-
tions, operating margins and diluted earnings
per share. See page 43 of Form 10-K.
U.S. dollars in millions except per share data

2015 2014 2013 2012 2011
Revenues 96,114 90,762 86,623 81,698 68,735

Earnings from operations, as reported 7,443 7,473 6,562 6,290 5,823
Operating margins 7.7% 8.2% 7.6% 7.7% 8.5%
Unallocated pension and other postretirement benefit expense 298 1,387 1,314 899 517
Core operating earnings (non-GAAP) 7,741 8,860 7,876 7,189 6,340
Core operating margins (non-GAAP) 8.1% 9.8% 9.1% 8.8% 9.2%
Diluted earnings per share, as reported 7.44 7.38 5.96 5.11 5.34
Unallocated pension and other postretirement benefit expense* 0.28 1.22 1.11 0.77 0.45
Core earnings per share (non-GAAP) 7.72 8.60 7.07 5.88 5.79
Weighted average diluted shares (in millions) 696.1 738.0 769.5 763.8 753.1
*Earnings per share impact is presented net of the federal statutory rate of 35.0%.
123
80670bo_p123-134.indd 123 3/4/16 6:22 PM

Selected Programs, Products and Services
Boeing Commercial Airplanes

Raymond L. Conner, Vice Chairman, President and Chief Executive Officer
Renton, Washington, USA
The Boeing 737-700 737-800 The Boeing 737 is the world’s best-selling family includes the Boeing Business Jets MAX 8 and
of commercial jetliners. Today’s Next-Generation MAX 9 models. The 737 MAX will be 14 percent
737-700, -800 and -900ER models incorporate more fuel efficient than today’s most efficient
the latest advanced technology and design Next-Generation 737s and 20 percent more
737-900ER 737 MAX 7 features that improve fuel efficiency and reduce fuel efficient than the original Next-Generation
operating costs while delivering superior passen- 737s when they entered service. With new CFM
ger satisfaction. The 5,000th Next-Generation International LEAP-1B engines, a more efficient
737 MAX 8 737 MAX 9 737 was delivered in mid-2014. The Next- structural design, advanced technology winglets
Generation 737 offers the best on-time schedule and lower maintenance requirements, the
performance in the industry. It spans the entire 737 MAX 8 will cost 8 percent per seat less to
126- to 220-seat market with ranges of more operate than the A320neo. Every 737 MAX will
737 MAX 200 than 3,000 nautical miles (5,500 kilometers). This be fitted with the 737 Boeing Sky Interior, giving
flexibility gives operators the ability to respond passengers a more spacious cabin, overhead
effectively to market needs. The 737 family also bins that disappear into the ceiling while carrying
includes four models of Boeing Business Jets — more luggage, and soothing LED lighting. Since
derivatives of the Next-Generation 737-700, its launch, the 737 MAX has logged nearly 3,100
737-700 Convertible, 737-800 and 737-900ER. orders from airlines and leasing customers world-
The 737 factory in Renton, Washington, achieved wide. The first airplane rolled out of the factory on
a sustained production rate of 42 airplanes a time in December 2015. First flight is planned for
month in 2014. Rate increases are targeted for 2016 and first delivery in 2017.
47 airplanes a month in 2017, 52 in 2018 and 57
in 2019. Orders: 13,237 (total for all 737s)*,
7,033 (Next-Generation 737s)*,
Launched in August 2011, the 737 MAX is a 3,072 (737 MAXs)*
family of airplanes that builds on the strengths of
the Next-Generation 737. The family includes the Deliveries: 8,845 (total for all 737s)*,
737 MAX 7, MAX 8, MAX 9 and MAX 200. It also 5,713 (Next-Generation 737s)*
The Boeing 747-8 Intercontinental The 747-8 Intercontinental and the 747-8 Freighter seating 410 passengers in a typical three-class
are the latest generation airplanes in Boeing’s 747 configuration (66 more than the 747-400). Both the
family. The airplanes feature new wings with raked passenger and freighter variants of the 747-8 have
wingtips and more fuel-efficient engines than an increased maximum takeoff weight of 987,000
those on the 747-400. The 747-8 Freighter was pounds (447,700 kilograms) and represent a new
The Boeing 747-8 Freighter certified in August 2011 and first delivery followed benchmark in fuel efficiency and noise reduction,
in October. The Freighter carries 16 percent more allowing airlines to lower fuel costs and fly into
cargo volume than the 747-400 Freighter and is more airports at more times of the day. With
the industry’s only nose-cargo-loading jet. The 18 percent fewer carbon emissions and 30 percent
747-8 Intercontinental is offered as a Boeing less noise, the 747-8 is cleaner and quieter than
Business Jets aircraft or a passenger plane. The the 747-400. The 747-8s in service are performing
interior of the passenger model is inspired by the well with the highest dispatch reliability in the
Boeing 787 Dreamliner™, including a sculpted airplane’s history.
ceiling, LED dynamic lighting, larger bins and
a new staircase design. The Intercontinental Orders: 1,539*
was certified in 2011 and first delivery was in
February 2012. The Intercontinental is the only Deliveries: 1,519*
airplane operating in the 400- to 500-seat market,
The Boeing 767 Freighter The 767 Freighter shares all the advancements Orders: 1,163*
in avionics, aerodynamics, materials and
propulsion that contribute to the success of Deliveries: 1,083*
the 767-300ER passenger airplane. Excellent
767-2C fuel efficiency, operational flexibility, low noise
levels and an all-digital flight deck allow the
767 Freighter to support time-critical cargo
schedules even at airports with stringent noise
and emissions standards. Also available is the
767-2C, a new commercial freighter based on
the 767-200ER. The 767-2Cs will be provisioned
commercial baseline airplanes modified into
KC-46A tankers for the U.S. Air Force and the
Japan Air Self-Defense Force.
124 *Orders and deliveries are as of December 31, 2015
80670bo_p123-134.indd 124 3/4/16 6:22 PM

Boeing Commercial Airplanes continued
The Boeing 777-200ER 777-200LR For airlines that want to win on the world stage twin-engine freighter and has the lowest trip
and grow now, the 777 family offers flagship costs of any large freighter.
status and more growth potential than the
competition, thereby providing a clear path Enhancing the market-leading 777 family, the
777-300ER to a successful future. The 777 has excellent 777X was launched in November 2013 and will be
performance, economics, range capability and the largest and most efficient twin-engine jet in
efficiency to help operators maximize profits. the world. Offering airlines new levels of efficiency
That’s why the 777 is the most popular and and growth, the 777X has two family members:
777 Freighter commercially successful twin-aisle aircraft of all the 777-9, which seats more than 400 passen-
time. The 777’s long range (up to 7,370 nautical gers and will have a range of 7,600 nautical miles
miles or 13,650 kilometers for the 777-300ER (14,075 kilometers), and the 777-8, which is sized
and 8,555 nautical miles or 15,840 kilometers to compete directly with the A350-1000. First
for the 777-200LR) and large payload capability delivery of the 777X is expected in 2020.
777-8
(313 to 425 passengers in a typical two-class
configuration) give operators access to the Orders: 1,885 (total for all 777s)*
world’s fastest-growing passenger markets. 1,579 (777)*
Boeing Business Jets also offers 777-300ER 306 (777X)*
777-9 and 777-200LR models. The 777 Freighter with
112 tons (102 metric tons) of revenue payload Deliveries: 1,361*
capability is the largest and longest-range
The Boeing 787-8 787-9 The Boeing 787 Dreamliner™ is a family of lighting; the largest windows of any commercial
technologically advanced, super-efficient com- airplane; bigger overhead bins; air that is cleaner,
mercial airplanes that bring big-jet ranges to the more humid and at a greater pressure for more
middle of the market. The 787 family delivers comfort; low interior noise; and a smoother ride.
787-10 unmatched fuel efficiency—20 to 25 percent The family also includes the Boeing Business
less fuel use and emissions than the airplanes it Jets 787-8 and 787-9, offering 2,400 square feet
replaces—keeping our customers competitive (223 square meters) of space and capable of
in a challenging economic environment. In a flying almost anywhere in the world nonstop. The
typical two-class configuration, the 787 family first 787-8 was delivered in 2011, and the first
flies 242 to 330 passengers from 6,430 to 7,635 787-9 was delivered in 2014. Boeing completed
nautical miles (11,910 to 14,140 kilometers), detailed design for the third and longest 787, the
allowing airlines to open and grow new nonstop super-efficient 787-10, in December 2015 and is
routes profitably. In addition to unprecedented on track for delivery in 2018.
fuel economy, low operating costs and excellent
cargo capacity, the 787 family provides airlines Orders: 1,142*
with a host of new features that greatly enhance
the passenger experience, such as dynamic LED Deliveries: 363*
Boeing Commercial Aviation Services Boeing and its family of companies are com- knowledge, manufacturing experience, engineer-
mitted to helping customers around the world ing expertise and data analytics enrich every
maximize the value of their fleets and operations, service we provide. Boeing and its subsidiaries
giving them a competitive advantage in their partner with airlines and leasing companies to
markets. Commercial Aviation Services offers deliver solutions that improve efficiency in daily
the industry’s largest portfolio of customer operations and maximize business performance.
support and services. Customers look to Boeing Through its subsidiaries, Commercial Aviation
for 24/7 support, including parts, maintenance Services also provides extensive support and
and engineering, and flight operations solutions services for military, business and general aviation.
that improve operational efficiency. Our design
Boeing Capital Corporation Timothy (Tim) Myers, President, Renton, Washington, USA
Boeing Capital is a global provider of innovative is leading efforts to improve the international
financial solutions for Boeing products. Drawing aviation financing infrastructure and expand
on its comprehensive expertise gained over financiers’ involvement in the outstanding oppor-
almost five decades, Boeing Capital ensures tunities associated with aircraft and aerospace
Boeing customers have the financing they need investment. The team’s experience in structured
to buy and take delivery of their Boeing products. financing, leasing, complex restructuring and
Working with Boeing’s business units, Boeing trading brings opportunity and value to its finan-
Capital is dedicated to helping customers obtain cial partners. As of December 31, 2015, Boeing
efficient product financing, primarily in the com- Capital owned or had interest in 210 airplanes as
mercial markets. To ensure adequate availability part of its approximately $3.5 billion portfolio.
of capital for aircraft financing, Boeing Capital
*Orders and deliveries are as of December 31, 2015 125
80670bo_p123-134.indd 125 3/4/16 6:22 PM

Boeing Defense, Space & Security Leanne G. Caret, Executive Vice President, President and Chief Executive Officer
St. Louis, Missouri, USA
737 Airborne Early Warning and Control The 737 AEW&C delivers flexible mission operates four Peace Eye AEW&C aircraft for
(AEW&C) coverage that includes maritime surveillance, which Boeing provides spare parts, support
command and control, and air traffic control equipment and repairs. The Turkish Air Force
functionality. The Royal Australian Air Force operates three Peace Eagle aircraft delivered in
is operating six AEW&C aircraft designated 2014; the fourth and final aircraft was delivered
Wedgetail E-7A. Boeing is on contract for a in 2015, along with software upgrades, support
mission system upgrade for the fleet while equipment and spare parts.
providing full Performance-Based Logistics
and sustainment. The Republic of Korea 2015 deliveries: 1*
A-10 Thunderbolt Wing Replacement The A-10 Thunderbolt II is a twin-engine aircraft up to 242 A-10 aircraft. By the end of 2015, the
Program and Life-Cycle Program Support that provides close-air support of ground forces. company had delivered 120 enhanced wing sets.
In 2007, Boeing was awarded a contract to
design and manufacture replacement wings for
Advanced Space Access Boeing is designing advanced concepts to as a reusable first stage and to demonstrate
reduce the cost of on-demand space access. technology that will bring aircraft-like operability
Currently, a Phantom Works team is working with to space launch. The XS-1 vehicle will be sized to
the Defense Advanced Research Projects Agency support delivery of 3,000 to 5,000 pounds (1,360
(DARPA) to develop the XS-1 Experimental Space to 2,270 kilograms) of payload to low Earth orbit.
Plane. This space plane is intended to be used
Aerial Layer Networks Networking virtually all airborne assets and command and control assets. Phantom Works is
providing data to warfighters in the air, on the also working on Phantom Fusion, which bridges
ground and at sea is the goal of Boeing’s the gap from legacy proprietary avionics hard-
Aerial Layer Networks. A Phantom Works team ware and software systems to a complete open
developed and is testing the U.S. Air Force Talon adaptive architecture.
HATE program. The system combines information
from fighter networks, national sources, and joint
AH-6 Light Attack/Reconnaissance The AH-6, a light attack/reconnaissance helicop- needs. Offered as a solution for selected global
Helicopter ter, is based on a combat-proven platform with defense forces, the AH-6 is designed to quickly
a heritage of successful service. The helicopter meet international military forces’ current require-
features a state-of-the-art cockpit architecture, ments, while maintaining flexibility for future
integrated and qualified sensors and weapons growth. Production for the inaugural customer
systems, reliability, low maintenance costs and a began in 2015.
flexible mission configuration to meet customer
AH-64 Apache The AH-64 Apache is the world’s most capable, Netherlands, the United Arab Emirates and
survivable, deployable and maintainable multi- the United Kingdom. Boeing also provides
mission attack helicopter. Boeing continues Performance-Based Logistics sustainment
deliveries of AH-64E Apache helicopters to the services for the U.S. Army’s Apache fleet, as
U.S. Army and allied defense forces. International well as a full suite of Apache training devices
Apache customers include Egypt, Greece, for domestic and international customers.
India, Indonesia, Israel, Japan, the Republic of
Korea, Kuwait, Saudi Arabia, Singapore, the 2015 deliveries: 23 new; 38 remanufactured*
Aircraft Modernization & AM&S operates at centers strategically located close partnership with existing military depots,
Sustainment (AM&S) throughout the United States and around the providing complementary capabilities for the
world, providing high-quality, rapid cycle time nation’s support infrastructure. Key programs
and affordable aircraft services for military and include the C-17 and C-130, E-3 AWACS and
select commercial customers on a wide variety AEW&C, KC-135, B-1 and B-52, E-4 and the
of platforms. The Boeing philosophy is to work in C-32 and C-40 series.
Air Force One The chief executive air transport fleet consists proven experience in quality and service to
of two Boeing VC-25A aircraft that are uniquely provide a fully missionized platform that ensures
modified 747-200s with specialized equipment the safe, comfortable and reliable transportation
to accomplish the presidential airlift mission. of the president of the United States. To help
They entered presidential service in 1990 and deliver an affordable program, Boeing will be
have received ongoing support services from modifying the already FAA-certified Boeing 747-8
Boeing since. In January 2015, the U.S. Air Force aircraft to succeed the VC-25A. That effort was
announced its intent to issue a sole-source formalized and initiated with a risk reduction
contract award to Boeing to replace the VC-25A contract awarded by the Air Force to Boeing in
through the Presidential Aircraft Recapitalization January 2016.
(PAR) program. Boeing’s PAR program will bring
80670bo_p123-134.indd 126 3/4/16 6:22 PM

Boeing Defense, Space & Security continued
Autonomous Systems Boeing’s unmanned programs provide battlefield, tactical unmanned vehicles such as ScanEagle
Unmanned Little Bird H-6U logistics and surveillance options, including and Integrator. Boeing and Insitu’s technology
the Unmanned Little Bird H-6U and the S-100 and related support systems provide important
produced by Schiebel. Insitu, a wholly owned tools that deliver critical data and support strike
Boeing subsidiary, designs, develops and capacity for the warfighter.
manufactures high-performance, cost-effective
Boeing Launch Services Boeing continues to offer the Delta family of

Commercial Delta IV launch vehicles through launch services con-
tracted with United Launch Alliance. Delta rockets
provide Boeing’s commercial launch customers
with a wide range of payload capabilities and
vehicle configuration options to deliver missions
reliably to virtually any destination in space.
Medium Medium Plus Heavy
Bombers The B-1B Lancer is a long-range bomber in with immediate nuclear and conventional global
B-1B Bomber B-52 Bomber service with the U.S. Air Force since 1985. The capability. Boeing is in the midst of expansive
multimission B-1B can deliver an extraordinary upgrades of both bombers—Integrated Battle
quantity and diversity of weapons anywhere in Station on B-1B and the Combat Network
the world, within hours. The B-52H Stratofortress Communications Technology update on B-52H —
is in its fifth decade of operational service. Its which enhance and modernize the capabilities
primary mission is to provide the United States of the bombers.
C-17 Globemaster III The C-17 Globemaster III, the world’s most Capability initiative of NATO and Partnership
advanced and versatile airlifter, is designed for for Peace nations. Although C-17 production
long-range transport of equipment, supplies and has completed, Boeing will continue to provide
military troops. The C-17 is used extensively to system-level Performance-Based Logistics
support combat operations, disaster response, sustainment services for the entire fleet, including
humanitarian relief and aeromedical evacuation material management and depot maintenance
missions. Through the end of 2015, Boeing support. One C-17 remains unsold and is in
delivered 271 C-17s including 48 for international storage. Four additional C-17s are also in storage
customers in Australia, Canada, India, Kuwait, for delivery to the Qatar Emiri Air Force in 2016.
Qatar, the United Arab Emirates, the United
Kingdom and the 12-member Strategic Airlift 2015 deliveries: 5*
C-17 Globemaster III Integrated The C-17 Globemaster III Integrated Sustainment activities. As part of the PBL program, the
Sustainment Program Program is a public and private agreement C-17 Virtual Fleet arrangement allows all C-17
designed around the concept of Performance- operators global access to a pool of shared
Based Logistics (PBL), in which the customer spares and resources, which increases aircraft
pays for a level of readiness, not for specific parts availability and makes the C-17 more affordable
or services. Under the agreement, Boeing is to own and operate.
responsible for integrating all C-17 sustainment
Cybersecurity Boeing understands today’s cybersecurity and defending complex systems for custom-
challenges and is committed to delivering ers and on our own global network, Boeing
innovative, integrated intelligence and security possesses a unique understanding of network
solutions that add value for its customers. With security needs, challenges and solutions.
extensive experience developing, deploying
Directed Energy Boeing integrates high-power lasers into awarded Boeing a $13.7 million contract exten-
tactical systems that identify, track and defeat sion in 2015 to design and engineer adaptive
threats over air, land and sea. The Compact optics, a laser guide star, and other electro-
Laser Weapon System has destroyed airborne optical systems for the Starfire Optical Range and
targets and demonstrated precise surveillance, Maui Space Surveillance Complex. Boeing has
reconnaissance and intelligence capabilities managed operations, maintenance and upgrades
that are promising to have cost-effective military at the sites since 2006.
applications. The Air Force Research Laboratory
Echo Seeker Boeing’s Echo Seeker is a fully autonomous internal payload capacity of about 6,000 pounds
unmanned underwater vehicle (UUV). The (2,722 kilograms). Echo Seeker was unveiled in
32-foot-long vehicle can dive to and operate 2015. It is larger than Boeing’s Echo Ranger UUV,
at ocean depths of 20,000 feet (6,000 meters). which began operations in 2001 and continues
Echo Seeker is equipped with sonar to enhance as a contracted work system for ocean surveys.
ocean-bottom mapping capabilities and has an
80670bo_p123-134.indd 127 3/4/16 6:22 PM

EA-18G Growler The EA-18G Growler is the only air combat Boeing presented the first of 12 Growlers to the
platform that delivers full-spectrum airborne Royal Australian Air Force on July 29, 2015. The
electronic attack (AEA) capability along with the RAAF is expected to begin taking delivery of the
targeting and self-defense capabilities derived aircraft in 2017, after completing flight test and
from the U.S. Navy’s frontline fighter, the initial training.
F/A-18E/F Super Hornet. It is the most advanced
AEA platform in the U.S. inventory, providing Congress recently approved adding seven
tactical jamming and electronic protection for Growlers to the FY2016 budget. Boeing also
U.S., NATO and coalition forces around the world. received the contract for 15 U.S. Navy Growlers
The Growler is on contract for integration of the as requested in the FY2015 appropriations bill.
Next Generation Jammer, which will protect
and enable all joint force aircraft operating in 2015 deliveries: 4*
high-threat environments for decades to come.
F/A-18E/F Super Hornet The F/A-18E/F Super Hornet is the U.S. Navy’s threats. Built by an industry team of Boeing,
newest strike fighter, deployed in both air- General Electric Aviation, Raytheon and Northrop
dominance and precision-strike roles. Through Grumman, the Super Hornet offers an advanced
an evolutionary approach, including incremental menu of options, such as conformal fuel tanks, an
upgrades to the APG-79 Active Electronically enclosed weapons pod, an enhanced engine and
Scanned Array radar, the Super Hornet contin- a reduced radar signature, allowing the aircraft to
uously improves overall mission capability and outpace threats for decades to come. Congress
supportability to stay ahead of future threats. The recently approved adding five Super Hornets to
Super Hornet’s advanced sensor and information the FY2016 budget.
suite collects and fuses data from off-board
sources and on-board sensors to seamlessly 2015 deliveries: 31*
detect and eliminate air, ground or sea-based
F-15E Strike Eagle The F-15E Strike Eagle currently flown by cus- advanced cockpits. The F-15 offers mission flexi-
tomers provides superior performance in terms bility and superior survivability through upgraded
of service ceiling, speed, range, endurance and and enhanced electronic warfare systems; it
payload capacity while retaining growth potential is currently flown by the U.S. Air Force and five
to ensure that customers can perform missions other nations. Its dedicated air superiority mission
effectively now and in the future. It includes for the U.S. Air Force will be flown into the 2040s.
twin engines for performance and survivability, Boeing also offers Performance-Based Logistics
dual-mission cockpits, Active Electronically sustainment services to F-15 operators, which
Scanned Array radar and electronic warfare include varied levels of support tailored to each
systems. Advanced F-15 models in production customer’s needs for the entire fleet.
include digital fly-by-wire flight controls, two
additional weapon hard points (wing stations 2015 deliveries: 12*
1 and 9) for maximum payload capability, and
Global Positioning System (GPS) Since 1978, Boeing has delivered 49 GPS satel- technology enhancements, including greater
lites to the U.S. Air Force that have been launched navigational accuracy through improvements
and joined the constellation, including the GPS in atomic-clock technology, a more secure and
IIF that is sustaining and modernizing the GPS jam-resistant military signal, a protected signal
constellation. The 12th and final GPS IIF satellite to assist in commercial aviation and search-and-
was launched in February 2016. After on-orbit rescue operations, an onboard reprogrammable
tests, GPS IIF-12 will be formally declared opera- processor, and a 12-year design life providing
tional, making it the 50th GPS satellite Boeing will long-term service and reduced operating costs.
have delivered on orbit to the Air Force. The GPS With more than 540 years of on-orbit GPS service
IIF satellite, the most technologically advanced to date, Boeing continues to develop affordable
GPS satellite to date, incorporates several key solutions for future GPS capabilities.
Ground-based Midcourse Defense (GMD) Boeing is the system developer and prime con- network. Accomplishments for 2015 include a
GMD Interceptor tractor for the GMD system, the United States’ predevelopment research contract to enhance
only defense against long-range ballistic missiles. system capabilities through a redesigned kill
An integral element of the U.S. global ballistic vehicle. GMD has achieved nine successful inter-
missile defense system, GMD consists of net- cept tests to date. Boeing continues to lead GMD
worked radars, space- and land-based sensors, development, integration, testing, operations and
command and control facilities and ground- sustainment activities, building on the company’s
based interceptors connected through an extensive program experience.
extensive space and terrestrial communications
Harpoon Harpoon is the world’s premier anti-ship missile. carry Harpoon missiles. Boeing has delivered
It features autonomous, all-weather, over-the- more than 7,500 Harpoon and Harpoon Block
horizon capability and can execute both land- II missiles to the U.S. Navy and 29 international
strike and anti-ship missions. More than 600 military customers. The U.S. Navy and Boeing
ships, 180 submarines, 12 different types of conducted a successful free-flight test of a
aircraft, and several land-based launch vehicles network-enabled Harpoon in November 2015.
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H-47 Chinook The Chinook heavy-lift helicopter continues to through 2065. The program marked deliveries
be a key asset throughout the world even 50 of 57 Chinooks in 2015, which included 16
years after its first flight. It is currently operated U.S. Army CH-47F Renew aircraft, 27 U.S.
in 17 countries, with two additional countries Army CH-47F New Build aircraft, six U.S. Army
on contract for future deliveries, including India, MH-47Gs and eight United Kingdom Mark 6s.
which finalized its order for production, train- In May 2015, two of the New Build aircraft were
ing and support for 15 CH-47F Chinooks in commissioned as Australia’s first CH-47Fs.
September 2015. Boeing continues to modernize
the U.S. Army’s fleet of CH/MH-47 Chinooks, 2015 deliveries: 41 new, 16 renewed*
which the U.S. Army intends to keep in service
Inmarsat-5 Satellites Boeing is building four 702HP satellites to provide demographics over a projected 15-year lifetime.
new Ka-band global and high-capacity satellite The first Inmarsat-5 satellite was launched in
services to Inmarsat. The new satellites will join December 2013. The second satellite in the
Inmarsat’s fleet of geostationary satellites that series was launched in February 2015, and a
provide a wide range of voice and data services third satellite was launched in August 2015.
through an established global network of dis- A fourth satellite is currently in production.
tributors and service providers. These satellites Separately, Boeing has entered into a distribution
will provide Inmarsat with the ability to adapt to partnership with Inmarsat to provide L- and
shifting subscriber usage patterns of high data Ka-band capacity services to key users within
rates, specialized applications and evolving the U.S. government.
Integrated Logistics Boeing’s Integrated Logistics division consists of a innovative and optimized readiness solutions.
fully integrated array of services that address the One example is the innovative Captains of Industry
complete life cycle of each aircraft and system. program in partnership with the U.S. Defense
Key programs include the F/A-18, F-15, AV-8B, Logistics Agency, in which Boeing is significantly
F-22, AH-64 and CH-47 and V-22 aircraft, as well reducing inventory levels and supply cycle times
as other Boeing and non-Boeing military platforms. for a wide variety of Boeing platforms through
Integrated Logistics is continuing to strive toward logistical services, forecast modeling and
being the global leader in delivering affordable, engineering capabilities.
Intelsat Satellites Boeing is building nine 702MP communications services from Asia and Africa to the Americas
satellites for Intelsat to refresh and add new and Europe; a third was lost during a launch
telecommunications capacity to its global satellite failure. The remaining six will carry Intelsat’s
fleet. The 702MP provides the high-capability new EpicNG next-generation platform of high-
features of the flight-proven Boeing 702, but with performance, high-throughput capabilities. The
a substantially updated satellite bus structure and first of these Intelsat Epic-class 702MP satellites
simplified propulsion system. Two satellites are was launched on January 27, 2016, and is moving
already on orbit, delivering video, data and voice to its final orbital position.
International Space Station The International Space Station is the largest, elements, Boeing is responsible for ensuring
most complex international scientific project the successful integration of any new hardware
in history. Inhabited continuously since 2000, and software, including components from inter-
its crews conduct research to support human national partners, and for providing sustaining
exploration of space and to take advantage of engineering activities. In 2015, Boeing received a
space as a laboratory for scientific, technological contract extension, valued at $1.18 billion, to con-
and commercial research. Boeing is the prime tinue providing key engineering support services,
contractor to NASA for the space station. In resources and personnel to the program through
addition to designing and building the major U.S. September 30, 2020.
Joint Direct Attack Munition (JDAM) JDAM guidance kits convert existing unguided sensor kit that is easily installed on the front of
JDAM Extended Range Laser JDAM warheads into more capable, precision-guided existing JDAM-enabled weapons, adding mission
(JDAM ER) air-to-surface weapons, making JDAM the war- flexibility to prosecute mobile and maritime
fighter’s weapon of choice. More than 275,000 targets. The winged JDAM ER more than triples
JDAMs have been delivered since 1998. The the range of a conventional JDAM for additional
Laser JDAM variant provides a modular laser standoff and threat protection for the warfighter.
KC-46A Pegasus The KC-46A Pegasus is a wide-body, multirole In 2015, Boeing and the U.S. Air Force com-
tanker that will revolutionize the air-mobility pleted the tanker’s first flight and subsequently
mission for the warfighter. Capable of refueling deployed the aerial refueling boom and drogue
all U.S., allied and coalition military aircraft by systems numerous times. The program kicked
a sixth-generation fly-by-wire boom, wing air off Milestone C testing in January 2016 when
refueling pods or an integrated centerline drogue the KC-46A completed its first refueling flight
system, the KC-46A will also carry passengers, with an Air Force receiver aircraft. Boeing is on
cargo and patients. The KC-46A will replace schedule to deliver the first 18 tankers in 2017.
179 of the U.S. Air Force’s aging KC-135 tankers.
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P-8A Poseidon/P-8I The P-8A Poseidon is a military derivative of four P-8A squadrons since 2013. In 2009, India
the Boeing Next-Generation 737-800 designed selected Boeing to provide eight India-specific
to replace the U.S. Navy’s P-3C aircraft fleet. P-8 variants (named P-8I). Boeing has delivered
The P-8A improves the Navy’s anti-submarine all eight aircraft and is negotiating options for four
and anti-surface warfare capabilities, as well as additional P-8Is. Boeing sustainment support
armed intelligence, surveillance and reconnais- includes maintenance, support equipment,
sance. The U.S. Navy’s program of record is spares, training, field service engineering and
for 117 aircraft. Boeing is under contract for 78 technical publications.
P-8As with the U.S. Navy and eight for the Royal
Australian Air Force, and has delivered 35 P-8As 2015 deliveries: 14*
to the U.S. Navy. The U.S. Navy has deployed
Patriot Advanced Capability-3 (PAC-3) The PAC-3 Missile uses hit-to-kill guidance aimpoint and initiate terminal guidance to ensure
Missile Seeker capability to intercept and destroy tactical ballistic target kill. The PAC-3 Missile Seeker is deployed
missiles, cruise missiles and hostile aircraft with U.S. Army and Army National Guard air
through direct body-to-body impact. Boeing defense units and has been purchased by several
produces and delivers the PAC-3 Missile Seeker international customers. Boeing has delivered
to system prime contractor Lockheed Martin. more than 2,500 seekers to date.
The seeker provides active guidance data to
the missile, enabling the missile to acquire the 2015 deliveries: 230*
target shortly before intercept, select the optimal
Phantom Eye Phantom Eye is a liquid hydrogen–powered, over large areas for up to four days at a time while
high-altitude, long-endurance unmanned aircraft carrying a 450-pound (204.5-kilogram) payload.
system for persistent intelligence, surveillance Phantom Eye’s first flight was June 1, 2012, at
and reconnaissance, and communications. The Edwards Air Force Base, California. The demon-
Phantom Eye demonstrator is a propeller-driven strator has completed nine successful flight tests
lightweight structure with a high-aspect-ratio and has flown with an instrumentation payload
wing. Its advanced propulsion system will enable contracted by the U.S. Missile Defense Agency.
Phantom Eye to provide persistent monitoring
502 Phoenix The 502 Phoenix is a configurable line of small configurations to a variety of potential government
satellite prototypes for geosynchronous, medium and commercial customers. The 502 satellites
and low Earth orbit missions. Boeing is devel- share a common architecture, flight software and
oping these satellites to perform a variety of simplified payload integration options, allowing
diverse missions. These smaller-sized satellites for rapid manufacturing and deployment while
offer faster, more affordable mission-based reducing development costs.
QF-16 Boeing is converting retired F-16s into full-scale rapidly changing nature of warfare in a safe and
aerial targets that will replace the existing QF-4 controlled environment. The QF-16 contract
fleet. The QF-16s will be used to test newly includes design, testing, manufacturing readiness
developed weapons and train pilots for the and production.
Ship’s Signal Exploitation Equipment SSEE systems are tactical cryptologic and
(SSEE) Increment F information warfare systems that operate across
multiple U.S. Navy surface combatant platforms.
SSEE acquires, identifies, locates and analyzes
signals for external and internal information.
SSEE Increment F is in full-rate production.
Small Diameter Bomb (SDB) The SDB is a 250-pound (113-kilogram) precision- platforms, including the F-15E, F-22A Raptor and
Laser SDB guided munition that can be delivered from a F-16 Falcon, and is expected for deployment on
distance of 60 nautical miles in any weather, day the F-35 Joint Strike Fighter. In 2015, Boeing and
or night, with reduced collateral damage around Saab demonstrated the successful flight of an
the target. The SDB system includes a four-place SDB after launch from a ground-based rocket
smart pneumatic carriage system that allows each system. The Ground Launched SDB (GLSDB)
aircraft to carry more of the miniaturized munitions significantly expands current ground artillery
per sortie. The Focused Lethality Munition variant capability by offering ground and joint forces a
provides ultra-low collateral damage, and the long-range, precision-fire weapon with all-angle,
Laser SDB variant can prosecute moving targets. all-aspect attack.
The SDB is on most U.S. Air Force delivery
80670bo_p123-134.indd 130 3/4/16 6:22 PM

Space Launch System (SLS) The SLS is NASA’s new human-rated heavy-lift production and is working with NASA to launch
transportation program that will enable the Exploration Mission 1.
human exploration of destinations beyond
Earth orbit. Boeing has developed an innovative,
low-cost manufacturing approach for low-rate
production of the cryogenic core stages for this
robust rocket, as well as the avionics system,
to ensure affordability and sustainability.
Boeing is responsible for the core stage and
upper stage design, development, test and
Starliner CST-100 Vehicle The Commercial Crew Program consists of vehicle to launch the initial Starliner test flights.
developing, manufacturing, testing, evaluating In September 2014, Boeing received an award
and demonstrating the CST-100 Starliner space- of up to $4.2 billion from NASA to develop the
craft, launch vehicle and mission operations. All Starliner system as the next generation of human-
these program elements are part of the Boeing rated spacecraft. In May 2015, NASA issued a
Commercial Crew Transportation System (CCTS) task order “authority to proceed” to Boeing for
in support of NASA’s Commercial Crew Program the first-ever service flight to the International
to provide crewed access to the International Space Station. The award marked the first time in
Space Station. The Starliner is a reusable human spaceflight history that NASA had con-
capsule-shaped spacecraft that can transport up tracted with a commercial company for a human
to seven people, or a combination of people and spaceflight mission. Boeing received its second
cargo. Boeing has designed the spacecraft to be post-certification mission authority to proceed in
compatible with a variety of expendable rockets December 2015.
and selected United Launch Alliance’s Atlas V
Strategic Systems Boeing designed the United States’ interconti- strategic-grade missile systems, Boeing keeps
Minuteman III ICBM nental ballistic missile (ICBM) and has supported these systems safe, secure and effective and
the U.S. Air Force’s nuclear deterrence mission will develop future systems to deter the modern
since 1958. Boeing provides sustaining engineer- nuclear threat.
ing support to upgrade Minuteman III guidance
subsystems, including flight test instrumentation
wafers and flight control units. Boeing is the
sole provider of Minuteman III guidance system
repairs. With decades of expertise integrating
Training Systems and Boeing TSGS comprises three subdivisions classrooms, supplies highly skilled simulator
Government Services (TSGS) focused on providing customers with products instructors, and delivers and operates training
and services to address their specific needs: centers around the globe. Boeing has designed
training and learning, infrastructure support and developed more than 400 trainers for 24
services, and logistics information management different aircraft and delivers fully integrated
systems. The company provides electronic training solutions.
United Launch Alliance (ULA) Using the combined assets of the Boeing Delta is to provide satellite launch services to the U.S.
and Lockheed Martin Atlas launch vehicle pro- government. The joint venture also launches
grams (including mission management, support, commercial missions on behalf of Boeing Launch
engineering, vehicle production, test and launch Services. ULA launched 12 successful missions
operations, and people), ULA’s primary mission in 2015.
V-22 Osprey Produced under a 50-50 strategic alliance $6.5 billion. A total of 279 MV-22s for the Marines
between Boeing and Bell Helicopter, a Textron and 48 CV-22s for the Air Force have been
company, the V-22 Osprey tiltrotor combines the built to date. The U.S. Navy plans to procure
speed and range of a fixed-wing aircraft with the 44 Ospreys, now designated CMV-22B, for its
vertical flight performance of a helicopter. Bell Carrier Onboard Delivery mission. The program
Boeing delivered 22 aircraft in the second year also was awarded its first international contract,
of their second multiyear contract for 101 aircraft with Japan for five of 17 planned V-22 aircraft.
over five years (93 MV-22s for the U.S. Marine
Corps and eight CV-22s for the U.S. Air Force 2015 deliveries: 22 fuselages*
Special Operations Command) valued at
Wideband Global SATCOM (WGS) As the U.S. Department of Defense’s highest- intelligence, surveillance and reconnaissance
capacity military communications satellite platforms. Starting with WGS-8, technology
system, WGS addresses the military’s need for enhancements will nearly double each satellite’s
high data-rate communications. All three Block bandwidth capability. The eighth, ninth and tenth
I and four Block II satellites have been launched WGS satellites are currently in production; WGS-7
into orbit and are performing their missions. was launched in July 2015. WGS-8 is scheduled
The Block II series includes enhancements that to launch in late 2016.
provide additional bandwidth required by airborne
80670bo_p123-134.indd 131 3/4/16 6:22 PM

Shareholder Information
Corporate Headquarters Duplicate Shareholder Accounts Investor Relations Contact

The Boeing Company Registered shareholders with duplicate The Boeing Company
100 North Riverside Plaza accounts may contact Computershare for Mail Code 5003-2001
Chicago, IL 60606-1596 instructions regarding the consolidation of 100 North Riverside Plaza
USA those accounts. The Company recommends Chicago, IL 60606-1596
312-544-2000 that registered shareholders always use the
www.boeing.com same form of their names in all stock trans- To Request an Annual Report,
actions to be handled in the same account. Proxy Statement, Form 10-K or
Transfer Agent, Registrar and Registered shareholders may also ask Form 10-Q, Contact:
Dividend Paying Agent Computershare to eliminate excess mailings Mail Services
The transfer agent is responsible for share- of annual reports going to shareholders in The Boeing Company
holder records, issuance of stock, replacement the same household. Mail Code 3T-06
of lost stock certificates, consolidation of P.O. Box 3707
accounts, and distribution of dividends and Change of Address Seattle, WA 98124-2207
tax reporting documents, including Form For Boeing registered shareholders: Email Address: MailServices@boeing.com
1099. Requests concerning these or other Contact Computershare through one of or call 425-965-4408 or 800-457-7723
related shareholder matters are most efficiently the means described above.
answered by contacting: In addition, an electronic version of the annual
For Boeing benefi ial shareholders:
report is available at www.boeing.com.
Computershare Trust Company, N.A. Contact your brokerage firm or bank to
You can also view electronic versions of the
P.O. Box 30170 give notice of your change of address.
proxy statement, Form 10-K or Form 10-Q at
College Station, TX 77842-3170
either www.boeing.com or on the Securities
888-777-0923 Annual Meeting and Annual Meeting
and Exchange Commission website at
781-575-3400 (outside the U.S.) Admission Policy
www.sec.gov.
www.computershare.com/investor The 2016 annual meeting of Boeing share-
holders is scheduled to be held on Monday,
Registered shareholders also can access Stock Exchanges
May 2, 2016, beginning at 9 a.m. Central
their accounts to view their account history, time. In order to attend the meeting, you must
The Company’s common stock is traded
account statements and tax reporting obtain an admission ticket by registering no
principally on the New York Stock Exchange;
documents; change their address; certify their later than April 25, 2016. Please refer to our
the trading symbol is BA.
tax identification number; replace checks; proxy statement for additional information.
request duplicate statements; make additional Independent Auditors
investments; and download a variety of Shareholder Services Contact
Deloitte & Touche LLP
forms related to stock transactions at The Boeing Company
111 South Wacker Drive
www.computershare.com/investor. Mail Code 5003-1001
Chicago, IL 60606-4301
312-486-1000
100 North Riverside Plaza
Electronic Delivery Chicago, IL 60606-1596
Shareholders are encouraged to enroll in Equal Opportunity Employer
800-457-7723
the electronic delivery program to receive all (for pre-recorded shareholder information) It is the policy of The Boeing Company to
shareholder communications, including proxy 312-544-2660 attract and retain the best-qualified people
voting materials, electronically instead of by (8 a.m. to 4:30 p.m. Central time) available without regard to race, color, religion,
mail. Registered shareholders can enroll at national origin, gender, sexual orientation, gen-
www.computershare.com/investor. der identity, age, physical or mental disability,
genetic factors or military/veteran status.
Caution Concerning Forward-Looking Statements

Certain statements in this report may be “forward-looking” within the meaning of the Private Securities Litigation Reform Act of 1995. Words
such as “may,” “should,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “targets,” “anticipates,” and similar expressions are used
to identify these forward-looking statements. Examples of forward-looking statements include statements relating to our future plans, business
prospects, financial condition and operating results, as well as any other statement that does not directly relate to any historical or current fact.
Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. These statements
are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict. Many factors could cause
actual outcomes and results to differ materially from these forward-looking statements, including economic conditions in the United States and
globally, general market and industry conditions as they may impact us or our customers, and our reliance on our commercial customers, our U.S.
government customers and our suppliers, as well as the other important factors disclosed previously and from time to time in our filings with the
Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to
update or revise any such statement, except as required by law.
132
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Board of Directors
David L. Calhoun Lynn J. Good Randall L. Stephenson

Senior Managing Director, Chairman, President and Chief Executive Chairman and Chief Executive Officer,
The Blackstone Group; Officer, Duke Energy Corporation AT&T Inc.
Former Chairman and Chief Executive Boeing director since 2015 Boeing director since 2016
Officer, Nielsen Holdings plc
Committees: Audit; Finance Committees: Audit; Finance;
Boeing director since 2009 Special Programs
Committees: Compensation; Governance, Lawrence W. Kellner
Organization and Nominating President, Emerald Creek Group LLC; Ronald A. Williams
Former Chairman and Chief Executive Officer, Chairman and Chief Executive Officer,
Arthur D. Collins, Jr. Continental Airlines, Inc. RW2 Enterprises, LLC;
Senior Advisor, Oak Hill Capital Partners; Boeing director since 2011 Former Chairman and
Former Chairman and Chief Executive Officer, Aetna Inc.
Committees: Audit; Finance (Chair)
Chief Executive Officer, Medtronic, Inc. Boeing director since 2010
Boeing director since 2007 Committees: Compensation;
Edward M. Liddy
Committees: Compensation (Chair); Former Chairman and Chief Executive Officer, Governance, Organization and Nominating;
Governance, Organization and Nominating The Allstate Corporation Special Programs
Boeing director since 2010
Kenneth M. Duberstein Mike S. Zafirovski
Committees: Audit (Chair); Finance
Chairman and Chief Executive Officer, Executive Advisor, The Blackstone Group;
The Duberstein Group; President, The Zaf Group;
Former White House Chief of Staff Dennis A. Muilenburg Former President and Chief Executive Officer,
Chairman, President and Nortel Networks Corporation
Chief Executive Officer,
Boeing Independent Lead Director Boeing director since 2004
The Boeing Company
Committees: Compensation; Governance, Committees: Compensation; Governance,
Organization and Nominating (Chair) Organization and Nominating
Committee: Special Programs (Chair)
Edmund P. Giambastiani, Jr. Susan C. Schwab

Admiral, U.S. Navy (Retired); Professor, University of Maryland
Seventh Vice Chairman of the School of Public Policy;
U.S. Joint Chiefs of Staff; Former U.S. Trade Representative
Former NATO Supreme Allied Commander
Transformation; Former Commander,
U.S. Joint Forces Command Committees: Audit; Finance
Committees: Audit; Finance;
Special Programs
133
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Company Officers
Bertrand-Marc Allen J. Michael Luttig

Senior Vice President Executive Vice President
President, Boeing International and General Counsel
Heidi B. Capozzi Dennis A. Muilenburg

Senior Vice President, Chairman, President and
Human Resources Chief Executive Officer
Leanne G. Caret Anthony M. Parasida

Executive Vice President Senior Vice President
President and Chief Executive Officer,
Boeing Defense, Space & Security Diana L. Sands
Christopher M. Chadwick Office of Internal Governance
Executive Vice President and Administration
Raymond L. Conner Gregory D. Smith

Vice Chairman Chief Financial Officer
President and Chief Executive Officer, Executive Vice President,
Boeing Commercial Airplanes Corporate Development & Strategy
David A. Dohnalek* John J. Tracy

Senior Vice President, Chief Technology Officer
Finance and Treasurer Senior Vice President,
Engineering, Operations & Technology
Thomas J. Downey
Senior Vice President, Robert E. Verbeck*
Communications Senior Vice President,
Timothy J. Keating
Government Operations
Michael F. Lohr*
Vice President,
Assistant General Counsel
and Corporate Secretary
Image opposite:
We completed fi m
configuration for
the first 777X, the
largest, most effi ient
twin-engine jet in the
world, with 12 percent
lower fuel consump-
tion and 10 percent
lower operating costs
*Appointed Officer than the competition.
134
80670bo_p123-134.indd 134 3/4/16 6:22 PM

Visit us at boeing. Visit us at boeing.
com/investorrela- com/community to
tions to view our view our Corporate
annual reports and Citizenship Report
to find additional and other infor-
information about mation about how
our financial Boeing is working
performance and to improve commu-
Boeing business nities worldwide.
Launching Our
Second Century
practices.
THE BOEING COMPANY

2015 ANNUAL REPORT
Visit us at boeing. Visit us at boeing.

com/boeing100 com/environment
to join us as we to view our current
celebrate not only Environment
our first century of Report and infor-
innovation but also mation on how the
the people and people of Boeing
moments that are developing
inspire us to “build ways to protect the
something better.” planet and create a
better tomorrow.
The Boeing Company Annual Report was printed with 100 percent certified wind-powered energy on Forestry Stewardship Council®
certified paper that contains at least 10 percent post-consumer waste. Copyright © 2016 Boeing. All rights reserved. Printed in the USA
The Boeing Company
100 North Riverside Plaza
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USA

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Launching Our

THE BOEING COMPANY

Operational Highlights 1 Boeing is the world’s largest aerospace company

Revenues 96,114 90,762 86,623 81,698 68,735

Core operating earnings* 7,741 8,860 7,876 7,189 6,340

Core operating margins* 8.1% 9.8% 9.1% 8.8% 9.2%

Core earnings per share* 7.72 8.60 7.07 5.88 5.79

Operating cash flow 9,363 8,858 8,179 7,508 4,023

Contractual backlog 476,595 487,092 422,661 372,355 339,657

At Boeing, we aspire to be the strongest, best and best-

*Non-GAAP measures. See page 123.

80670bo_editorials.indd 1 3/4/16 9:04 PM

Over the past 100 years, generations of

Standing now at the beginning of our second

80670bo_editorials.indd 2 3/4/16 9:04 PM

*Non-GAAP measures. See page 123.

80670bo_editorials.indd 3 3/4/16 9:04 PM

80670bo_editorials.indd 4 3/4/16 9:04 PM

FINANCIAL RESULTS Revenues Core Earnings Operating Cash Flow

charges for the KC-46A tanker and

747 programs, which were partially

offset by strong core operating

performance across the company.

In 2015, our operating cash flow

and a new share repurchase

* Total backlog includes contractual and

COMPARISON OF CUMULATIVE* FIVE-YEAR

Boeing 100 115.20 121.23 223.96 218.30 248.97

80670bo_editorials.indd 5 3/7/16 4:38 PM

80670bo_editorials.indd 7 3/7/16 1:45 PM

80670bo_editorials.indd 8 3/4/16 9:04 PM

The H-47 Chinook

80670bo_editorials.indd 9 3/4/16 9:04 PM

From the vast

Almost three quar-

80670bo_editorials.indd 10 3/4/16 9:04 PM

And, through the awe

The X-37B program

80670bo_editorials.indd 11 3/4/16 9:04 PM

Pictured, left to right: Raymond L. Conner Diana L. Sands

John J. Tracy Gregory D. Smith Bertrand-Marc Allen

Founders, left to right: William E. “Bill” Boeing;

80670bo_editorials.indd 12 3/7/16 1:39 PM

THE BOEING COMPANY

100 N. Riverside Plaza, Chicago, IL 60606-1596

Registrant’s telephone number, including area code (312) 544-2000

Common Stock, $5 par value New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Large accelerated filer Accelerated filer

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

Commercial Airplanes Segment

Defense, Space & Security

Boeing Military Aircraft Segment

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

Network & Space Systems Segment

Global Services & Support Segment

Boeing Capital Segment

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

Research and Development

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

80670bo_2015 12 Dec 31 10K for Annual Report.pdf

Raw Materials, Parts, and Subassemblies